Module 1 · Corporate Issuers

Organizational Forms, Corporate Issuer Features, and Ownership

EN: Conceptual — sole proprietorship, partnerships, corporations and ownership types.
VN: Khái niệm — các hình thức tổ chức và sở hữu doanh nghiệp.

1. Major Organizational Forms Concept

Sole prop. One owner; unlimited liability; pass-through tax.
Partnership Multiple owners; general (unlimited liab.) or limited (LP).
Corporation Separate legal entity; limited liability; double taxation (US C-corp).
LLC Limited liability + pass-through tax.

2. Public vs Private Companies Concept

Public Listed on exchange, dispersed ownership, regulatory disclosure.
Private Limited shareholders, less disclosure.
For-profit Maximize shareholder value.
Non-profit Reinvest surpluses; no shareholders.

3. Government vs Family Ownership Concept

SOE State-owned enterprise — government interest may diverge from minority shareholders.
Family Concentrated ownership — long-term focus but related-party-transaction risk.

Practice problem Practice

Practice problem

A US-based startup wants limited liability for owners and pass-through taxation (avoid double tax). Which form best fits?

Show solution

Sole prop / partnership: pass-through but unlimited liability.

C-corp: limited liability but double tax.

LLC: limited liability + pass-through.

LLC (Limited Liability Company)