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CORPORATION

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An association, i.e., business organization authorized by the state or other authority. Two or more people are usually required to form a corporation. It has rights and limited powers and is governed by a state charter and federal and state statutes. It has real existence and may act as a continuing legal entity, i.e., it continues to exist after the initiators die. It may own and convey property, be a debtor, bring on suits, and be sued by other corporations and people. A corporation has a distinct name and a specific purpose.

A corporation must issue stock. The amount and type or types issued are specified by the corporation's charter. People who own stock are called stockholders or shareholders. Stock may be held by many shareholders or by a single person. The corporation, however, is distinct and separate from its shareholders.

Control and management of a corporation is headed by a board of trustees, majority stockholders, or a single person. Shareholders of a corporation generally enjoy limited personal legal liabilities with respect to corporation activities and debt. The limit is equal to their respective amounts of investment. There are some exceptions, e.g., where shareholders with controlling management interests are, through the corporation, willfully involved in fraud or other illegal activity and legal claims against them exceed their investment. Personal liability may result if a corporation goes bankrupt as a result of insufficient working capital at the start, i.e., where personal guarantees are made for loans received by the corporation. Or, where other contracts or intentions may override the corporate veil of limited liability. See Cross-links: BUSINESS, COMPANY, AMALGAMATION, ENTITY, DISSOLUTION, EMPLOYER, PARTNERSHIP, BANKRUPTCY, CORPORATION under "Subsidiary," "Merger," "Dividend," CONTRACT, RECORD COMPANY under "Majors," "Minors," "National Record Company," FEDERAL TAX FORMS under "Form W-9," "Form 966," "Form 1138," "Form 1139," "Form 2220," "Form 5310," "Form 5452," and "Form 7004."

There are many types and classifications of domestic and foreign corporations with corresponding tax obligations

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To Read the Full Commentary Regarding CORPORATIONS to Include
Articles of Incorporation, Corporation By-Laws, Subchapter S Corporation,
Personal Holding Company, Subsidiary, Foreign Subsidiaries,
Franchise Tax, Double Taxation
and Much More, and to
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