This book advances a real entity theory of company law, in which the company is a legal entity which acts autonomously in law, and company law establishes procedures facilitating autonomous organisational decision-making. The theory builds on the insight that organisations or firms are a social phenomenon outside of the law and that these are autonomous actors in their own right. They are more than the sum of the contributions of their participants and they act independently of the views and interests of their participants. This occurs because human beings change their behaviour when they act as members of a group or an organisation; in a group we tend to develop and conform to a shared standard, and when we act in organisations habits, routines, processes, and procedures form and a culture emerges. These take on a life of their own affecting the behaviour of the participants. Participants can affect organisational behaviour but this takes time and effort. Company law finds this phenomenon and supplies it with a structure supporting autonomous action by organisations. The real entity theory advanced in this book explains company law as it stands at a positive level. Legal personality overcomes the problems that organisations are social rather than brute facts and that there is no unique physical manifestation permanently associated with an organisation. The corporate constitution is not a contract - it is best characterised as an instrument adopted on a statutory basis through private action. Shareholders cannot limit the capacity of companies or the authority of the board to bind the company in contract and companies are liable in tort and crime. The statute creates roles for shareholders, directors, a company secretary, and auditors and so facilitates a process leading to organisational action. The law also integrates the interests of creditors and stakeholders.
This book advances a real entity theory of company law, in which the company is a legal entity which acts autonomously in law, and company law establishes procedures facilitating autonomous organisational decision-making. The theory builds on the insight that organisations or firms are a social phenomenon outside of the law and that these are autonomous actors in their own right. They are more than the sum of the contributions of their participants and they act independently of the views and interests of their participants. This occurs because human beings change their behaviour when they act as members of a group or an organisation; in a group we tend to develop and conform to a shared standard, and when we act in organisations habits, routines, processes, and procedures form and a culture emerges. These take on a life of their own affecting the behaviour of the participants. Participants can affect organisational behaviour but this takes time and effort. Company law finds this phenomenon and supplies it with a structure supporting autonomous action by organisations. The real entity theory advanced in this book explains company law as it stands at a positive level. Legal personality overcomes the problems that organisations are social rather than brute facts and that there is no unique physical manifestation permanently associated with an organisation. The corporate constitution is not a contract - it is best characterised as an instrument adopted on a statutory basis through private action. Shareholders cannot limit the capacity of companies or the authority of the board to bind the company in contract and companies are liable in tort and crime. The statute creates roles for shareholders, directors, a company secretary, and auditors and so facilitates a process leading to organisational action. The law also integrates the interests of creditors and stakeholders.
Micheler analyses the German, Austrian and English law of securities, addressing the rules governing transfers of securities, including unauthorised transfers, equities arising out of defective issues, and the holding of securities through intermediaries. The book presents an account of the current English, German and Austrian regimes. It has been written with a view to explaining the German and Austrian regime to readers with a common law background and to explaining the English regime to readers with a civil law background. Micheler also aims to determine whether globalisation will cause the two different approaches to converge. It concludes that the respective rules in all three jurisdictions have historically evolved consistently with incumbent legal doctrine. This pattern of change is likely to continue. Convergence will occur on a functional rather than doctrinal level. Moreover, recent reform initiatives advanced by the UNIDROIT and the EU will lead to functional rather than doctrinal convergence.
Pay what your really owe--and not a penny more! "This book is a must-read for anyone who is running a small business. Rosenberg lays out the steps in a simple format to get you organized and running a business smoothly." -- Layla Tusko, President, Crystal Cove Marketing Group "Rosenberg has an uncanny ability to make taxes and tax issues easier to understand, all the while keeping everything fresh and fun. I would recommend her book to anyone managing a business." -- Sonny Byrd, Head of Marketing, Shoeboxed.com "With a focus on real-world must-do's and helpful examples, Rosenberg's checklists work like a business-building scaffold and arm the reader to succeed." -- Leigh Mutert, CPA, H&R Block Is the government taking too much of your money? Do you want to keep more of what you earn? Are you worried about being taxed right out of business? As a taxpayer, you have rights--many of which you probably don’t know about. In Small Business Taxes Made Easy, Second Edition, America's top small-business tax expert Eva Rosenberg describes them all. This all-in-one primer is packed with tips and guidelines not only for paying out less in tax but also for gaining the greatest possible advantage out of each IRS rule and regulation. You'll learn how to: Choose the right accounting style for your needs Navigate the complex tax maze without losing the bank Set up a business plan that helps minimize payout Use record-keeping techniques that increase deductible expenses Spot errors in 1099s—and handle them properly Increase your profits and your cash flow Build a business to pass on to your children--or sell at a huge profit! Small Business Taxes Made Easy, Second Edition, provides easy-to-follow, actionable advice with timeless information that can help any business at any stage of operation. Plus, you get access all the forms and to-do lists you need through the book's companion Website. Eva Rosenberg, known as the Internet's TaxMama, is an enrolled agent with over a quarter century of tax experience. A syndicated Dow Jones columnist, and her daily TaxQuips podcast can be found all over the Web. Rosenberg lives in Northridge, California.
Axiom Business Book Award Gold Medal Winner Don’t be taxed out of business! Know your rights and KEEP MORE OF WHAT YOU EARN It’s great to start a business and be your own boss—but with all the taxes you pay, it sometimes feels like you’re working for the government. This book teaches you ways to work smarter – not harder! The go-to tax guide for small-business owners is packed with tips for dramatically lowering your taxes. This new edition covers key provisions passed by Congress that will affect your taxes for 2016 through 2020. It includes: • Enhanced checklists • Improved entity comparisons • Updates on valuable business resources and tools • New information about depreciation • Critical home-office information • Need-to-know online business issues • Expanded tips on Tax Notices and audits Small Business Taxes Made Easy covers more than just taxes. It includes business plans, legal tax-cutting tips, and ways to build your dynasty – or develop a smart exit plan (think Venture Capital or IPO). Best of all, you learn how to increase your profits and your cash flow and to ensure your business is a success. You have more rights as a taxpayer than you probably realize, and this unparalleled guide helps you exercise them to the max! Small Business Taxes Made Easy offers easy-to-follow, actionable advice with timeless information. Whatever kind of business you run, this book provides everything you need to hold on to more of the profits you’ve worked so hard for.
Discover how to increase your deductions, reduce what you owe, boost your profits, and build a dynasty As if doing your business taxes weren’t complicated enough, you now have the Tax Cuts and Jobs Act to contend with. While this major overhaul throws a monkey wrench into the works, it provides unprecedented opportunities to keep even more of what you earn—if you’re up to speed on what the new law means and how to navigate it. Small Business Taxes Made Easy has been fully updated to provide the knowledge, insights, and tools your business need to get ahead of the curve this tax season. You’ll learn everything you need to know for: Saving money on taxes and boosting your profits Building an increasingly profitable business, with the right advisory team Navigating the complex tax maze without losing the bank Setting up a business plan following the new tax guidelines to minimize tax payout Using record-keeping techniques that increase deductible expenses Learn to reduce audit risk – or to survive audits successfully Spotting errors in 1099s and handling them properly Providing a thorough look into the Taxpayers First Act, this thorough guide delivers important insights into the marijuana tax dichotomy, updated information about self-rentals, and a deep dive into the Wayfair decision—which affects the collection of sales tax. Whatever kind of business you run, Small Business Taxes Made Easy will help you stay in compliance while taking full advantage of all possible deductions, loopholes, profit opportunities, and more.
This edition of the classic text on the law and practice of company law incorporates the latest developments including the fundamental changes brought about by the Companies Act 2006 and covers recent key case law.
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