|
Mochibun Kaisha
are a class of corporations under Japanese law. While mochibun kaisha have legal personality as corporations, their internal functions are similar to partnerships, as they are both owned and operated by a single group of . Types There are three types of mochibun kaisha: * Gōmei gaisha, in which all members have unlimited liability for the company's debts (similar to a general partnership) * Gōshi gaisha, in which some members have unlimited liability and some have limited liability (similar to a limited partnership) * Gōdō gaisha, in which all members have limited liability (very similar to a U.S. limited liability company) Mochibun kaisha are formed by preparing articles of incorporation and depositing the articles with a local Legal Affairs Bureau. The Japanese civil code also provides for , a different type of business organization. Civil code partnerships lack legal personality and are mainly used for investment funds and professional firms. References See also *K ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Corporation
A corporation or body corporate is an individual or a group of people, such as an association or company, that has been authorized by the State (polity), state to act as a single entity (a legal entity recognized by private and public law as "born out of statute"; a legal person in a legal context) and recognized as such in Corporate law, law for certain purposes. Early incorporated entities were established by charter (i.e., by an ''ad hoc'' act granted by a monarch or passed by a parliament or legislature). Most jurisdictions now allow the creation of new corporations through List of company registers, registration. Corporations come in many different types but are usually divided by the law of the jurisdiction where they are chartered based on two aspects: whether they can issue share capital, stock, or whether they are formed to make a profit (accounting), profit. Depending on the number of owners, a corporation can be classified as ''aggregate'' (the subject of this articl ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Japanese Law
The law of Japan refers to the legal system in Japan, which is primarily based on legal codes and statutes, with precedents also playing an important role. Japan has a civil law legal system with six legal codes, which were greatly influenced by Germany, to a lesser extent by France, and also adapted to Japanese circumstances. The Japanese Constitution enacted after World War II is the supreme law in Japan. An independent judiciary has the power to review laws and government acts for constitutionality. Historical developments Early Japan The early laws of Japan are believed to have been heavily influenced by Chinese law. Little is known about Japanese law prior to the seventh century, when the Ritsuryō was developed and codified. Before Chinese characters were adopted and adapted by the Japanese, the Japanese had no known writing system with which to record their history. Chinese characters were known to the Japanese in earli ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Juristic Person
A juridical person is a legal person that is not a natural person but an organization recognized by law as a fictitious person such as a corporation, government agency, non-governmental organisation, or international organization (such as the European Union). Other terms include artificial person, corporate person, judicial person, juridical entity, juridic person, or juristic person. A juridical person maintains certain duties and rights as enumerated under relevant laws. The rights and responsibilities of a juridical person are distinct from those of the natural persons constituting it. Since the beginning of writing at the start of recorded history, associations have been known as the original form of the juridical person. This is documented for the 1st century A.D. for Jewish trading companies. In Roman law, entities gained significance through institutions such as the state, communities, corporations (''universitates'') and their associations of persons and assets, as well ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Partnership
A partnership is an agreement where parties agree to cooperate to advance their mutual interests. The partners in a partnership may be individuals, businesses, interest-based organizations, schools, governments or combinations. Organizations may partner to increase the likelihood of each achieving their mission and to amplify their reach. A partnership may result in issuing and holding equity or may be only governed by a contract. History Partnerships have a long history; they were already in use in medieval times in Europe and in the Middle East. According to a 2006 article, the first partnership was implemented in 1383 by Francesco di Marco Datini, a merchant of Prato and Florence. The Covoni company (1336–40) and the Del Buono-Bencivenni company (1336–40) have also been referred to as early partnerships, but they were not formal partnerships. In Europe, the partnerships contributed to the Commercial Revolution which started in the 13th century. In the 15th century ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Gōmei Gaisha
In Japanese law (cf. Companies Act of Japan), gō-mei gaisha (合名会社), means that all partners are jointly and severally liable for any liability incurred by the partnership, similar to an unlimited partnership in other countries. The partners' liability is unlimited, and creditors can go after each partner's personal assets if the assets of the partnership are insufficient to meet the obligations. The law divides legal relations of the Go-mei Gaisha into two categories: internal relations specified in Section 2 of the Go-mei Gaisha Law and external relations specified in Section 3 of the Go-mei Gaisha Law. Internal relations refers to relations between the partnership and the partners as well as relations among partners. The Commercial Code specifies that both the articles of incorporation Article often refers to: * Article (grammar), a grammatical element used to indicate definiteness or indefiniteness * Article (publishing), a piece of nonfictional prose that is an in ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Unlimited Liability
An unlimited company or private unlimited company is a hybrid company (corporation) incorporated with or without a share capital (and similar to its limited company counterpart) but where the legal liability of the members or shareholders is not limited: that is, its members or shareholders have a joint and several non-limited obligation to meet any insufficiency in the assets of the company to enable settlement of any outstanding financial liability in the event of the company's formal liquidation. Characteristics The joint and several non-limited liability of the members or shareholders of such an unlimited company to meet any insufficiency in the assets of the company (to settle its outstanding liabilities if any exist) applies only upon the formal liquidation of the company. Therefore, prior to any such formal liquidation of the company, any creditors or security holders of the company may have recourse only to the assets of the company, not those of its members or shareho ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Gōshi Gaisha
A gōshi gaisha is a type of " unlimited liability" incorporation under the Companies Act of Japan, but its structure is similar to that of a limited partnership. Unlike the other types of corporate structure ( gōdō gaisha and kabushiki gaisha), there is no limit on what a of the company is legally responsible for. Structure In a gōshi gaisha, partners are divided into two categories: (1) a general partner who has unlimited liability similar to a partner in a general partnership and (2) a limited partner who has limited liability only up to the amount he has invested in the partnership (limited partner). All partners are still directly liable to creditors of the partnership A partnership is an agreement where parties agree to cooperate to advance their mutual interests. The partners in a partnership may be individuals, businesses, interest-based organizations, schools, governments or combinations. Organizations ..., and thus partners can still be sued individually ( ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Limited Liability
Limited liability is a legal status in which a person's financial Legal liability, liability is limited to a fixed sum, most commonly the value of a person's investment in a corporation, company, or joint venture. If a company that provides limited liability to its investors is sued, then the claimants are generally entitled to collect only against the assets of the company, not the assets of its shareholders or other investors. A shareholder in a corporation or Limited company, limited liability company is not personally liable for any of the debts of the company, other than for the amount already invested in the company and for any unpaid amount on the shares in the company, if any—except under special and rare circumstances that permit "piercing the corporate veil." The same is true for the members of a limited liability partnership and the limited partners in a limited partnership. By contrast, sole proprietors and partners in general partnerships are each liable for all the ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Limited Partnership
A limited partnership (LP) is a type of partnership with general partners, who have a right to manage the business, and limited partners, who have no right to manage the business but have only limited liability for its debts. Limited partnerships are distinct from limited liability partnerships in which all partners have limited liability. The general partners (GPs) are, in all major respects, in the same legal position as partners in a conventional firm: they have management control, share the right to use partnership property, share the profits of the firm in predefined proportions, and have joint and several liability for the debts of the partnership. As in a general partnership, the GPs have actual authority, as agency law, agents of the firm, to bind the partnership in contracts with third parties that are in the ordinary course of the partnership's business. As with a general partnership, "an act of a general partner which is not apparently for carrying on in the ordinary ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Gōdō Gaisha
A , or ''gōdō kaisha'', abbreviated GK, is a type of Company, business organization in the Companies Act of Japan modeled after the American limited liability company (LLC), hence its nickname as the . It is a type of mochibun kaisha (corporation having a simplified internal structure like that of a partnership) distinguished by offering limited liability for all investors. Background Gōdō gaisha was newly introduced by the Law of Japan, Companies Act, which became effective on May 1, 2006, replacing yūgen gaisha. Basic structure A GK is formed by signed between its investors, called . Each member may provide a capital contribution in the form of money or property. Credit and promises to perform services are not valid considerations for an ownership interest in a GK. Following ratification of the agreement, the GK's articles of incorporation and corporate seal must be registered with the . Once the bureau processes the registration, the company may open a bank account, s ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Limited Liability Company
A limited liability company (LLC) is the United States-specific form of a private limited company. It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC is not a corporation under the laws of every state; it is a legal form of a company that provides limited liability to its owners in many jurisdictions. LLCs are well known for the flexibility that they provide to business owners; depending on the situation, an LLC may elect to use corporate tax rules instead of being treated as a partnership, and, under certain circumstances, LLCs may be organized as not-for-profit. In certain U.S. states (for example, Texas), businesses that provide professional services requiring a state professional license, such as legal or medical services, may not be allowed to form an LLC but may be required to form a similar entity called a professional limited liability company (PLLC). An ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
