Специальность Бухучет, Экономика, МЕН. ГМУ II семестр

TYPES OF BUSINESS IN THE UK

Active vocabulary

Sole trade	Предпринимательство, частное предприятие с одним владельцем
Sole trader	Предприниматель, владелец частного предприятия
A claim	Требование
Personal possessions	Личное имущество
Substantial loan	Существенная ссуда
To be secured	Быть гарантированным
To mortgage one’s property	Закладывать собственность
A partnership deed	Договор товарищества
To draw up	Составлять
To cover	Охватывать
Dissolution	Роспуск
Jointly and severally liable	Совместно и индивидуально ответственны
To seize	Захватить
Scope	Возможности
Factory premises	Фабричные помещения
Legal entity	Юридическое лицо
Transferable	Передаваемый
Separate legal identity	Юридический статус

Most businesses in the United Kingdom operate in one of the following ways:

- sole trader

- partnership

- corporation

The sole trader is the oldest form of business. There are many one-man owners, for example: a farmer, doctor, solicitor, estate agent, garage man, jobber, builder, hairdresser etc.

A sole trader is a person who owns his or her business. He runs the business alone, although he may employ many people to work for him in the business.

The profits of the business belong to the sole trader, but then so also do all the debts. If the business fails, the creditors have a claim against the sole trader’s personal possessions (house, car, etc.).

The ability to raise capital is limited. Often a sole trader will need a loan from the bank to start up the business. If the loan is substantial, the bank will often require the loan to be secured – the sole trader has to mortgage his or her property, to ensure that the loan is repaid in the event of the business failing. Other creditors may not be so lucky!

A partnership, otherwise known as a firm, is formed when two or more people get together with a view to making a profit. Although no formalities are required for a partnership deed is often drawn up to cover the rights and responsibilities of partners during the term of the partnership also on its dissolution. If there is no deed, the Partnership Act 1890 governs the legal relations between the partners, e.g. how the profits are to be shared. It also says that the partnership is dissolved when one partner leaves.

As in the case of the sole trader, the profits belong to the partners but so do the debts – the partners are said to be “jointly and severally liable”, which means that each partner is responsible for the whole of the firm’s debts. Again, their own personal property can be seized by creditors to pay for the debts if the business fails.

The scope to raise capital is greater than in the case of a sole trader, simply because there is more than one person contributing to the business capital. Lending institutions will still require loans to be secured if they are of a certain amount. However, there is more likely to be property owned by the firm which can be used for this purpose rather than partners mortgaging their own houses.

If the firm owns property, for example factory premises, the deeds to the property will be in the names of the partners, because the firm is not regarded in law as a separate legal entity (contrast this with corporations).

A corporation is a legal person, regarded by the law as a separate entity, “some association of members, the shares of which are transferable”. The most important characteristic of it is a corporation’s separate legal identity.

FORMS OF BUSINESS IN THE USA

Active vocabulary

Alien	Иностранец
Liable for	Ответственный за
At will	По желанию
Authorities	Власти
State authorities (Am.)	Власти штата (амер.)
State authorities (E)	Государственные власти (европ.)
To state	Указывать
Power	Способность, возможность
Powers	Полномочия
Taxation	Налогообложение
To confer	Сопоставлять
Assets and liabilities	Активы и пассивы
To swap	Обменивать
Work output	Результат работы
To impose on smth	Облагать (налогом)
Business entity	Бизнес предприятия
To associate	Объединяться
Vehicle	Форма, средство
To accomplish	Завершать
To purchase one’s interest	Приобретать долю
Hybrid	Смесь

Business in the USA may be organized as one of the following forms:

- sole proprietorship (individual business)

- general partnership

- limited partnership

- corporation

- alien corporation

By nature a sole proprietorship has only one owner who is personally responsible for all debts and obligations of the business as well as claims made against him. There are no shares of stock or certificates or other papers to confer ownership of a sole proprietorship. The owner simply owns all of the assets and liabilities of the business. He may buy, sell, swap, trade, or give away those assets and liabilities freely, although certain kinds of property often have to be registered (for example, motor vehicles). With all the attention paid to corporations, partnerships, limited liability companies, and the other more complex business vehicles in the commercial world, it is still true that many businesses, especially small ones, are simple sole proprietorships. This should not be all that surprising. Many young businesses are “mom and pop” enterprises, with both the decision – making and the work output resting in the hands of very few, even one, number of people. Many professionals, too, practice their work by themselves, and they avoid the record-keeping and report filing responsibilities that the government imposes on many kinds of business entities.

A general partnership is an association between two or more partners who associate for a common enterprise, and share the profits and losses from that enterprise. It’s perhaps the simplest of business entities. A partnership may exist even when there is no written or oral agreement to form one. It is merely a vehicle for its owners to use to accomplish their business purposes. This means that all profits and losses are passed directly to the owners and the partners are personally responsible for the partnership’s debts and for claims against the partnership. General partners have joint and several liabilities for those debts and claims.

All partners must make a contribution to purchase their interest in the partnership, but there are no limitations on what kind property may be contributed. Partners may participate in the partnership’s management.

A limited partnership is sort of a hybrid of a general partnership and a corporation. It is similar to, but slightly different from, a general partnership in that there are two different kinds of partners. The owners of a limited partnership are its general and limited partners. A limited partnership has got at least one general owner, at least one limited partner, and at least two different partners. In other words, the same person cannot be both the general and the limited partner. The general partners are responsible for the day-to-day operation and management of partnership, while the limited partners have much more restricted roles in its management. The bigger the role a partner plays in managing the partnership, the more likely that partner is to be considered a general partner. The limited partners usually have individual liability for partnership debts and claims against it, while the general partners have joint and several liabilities. All partners must make a contribution to purchase their interest in the partnership. To form a limited partnership, the partners must enter into a written or an oral partnership agreement that is the best way to define everyone’s rights, privileges, and duties.

A limited partnership must use the term “Limited”, “Ltd.”, or “L.P.” in its name.

A corporation is owned by persons, called stockholders. The stock- holders usually have certificates showing the number of shares which they own. The stockholders elect a director or directors to operate the corporation. Most corporations are closed corporations, with only a few stockholders who buy and sell their shares at will. Usually they have little interest in management of the corporations.

A corporation must use “Corporation”, “Incorporated”, “Company”, or an abbreviation of one of those words in its name.

Alien corporations are corporations of foreign countries. All the corporations are to receive their charters from the state authorities. The charters state all the powers of the corporation. Many corporations try to receive their charters from the authorities of the State of Delaware because the laws are liberal there and the taxation is rather low. Such corporations, which receive their charters from an outside state, are called foreign corporations.

All the corporations require a certificate to do business in the state where they prefer to operate.

Forms of Business Ownership