BA Corporate Law HW

BA 478

UNIT 5 ASSIGNMENT DUE AUGUST 8, 2017

“Mechanics of Forming a Business Entity (LLC)”

“Discernment Problems in Entity Creation”

This week’s assignment has two parts:

PART 1: (Mechanics of creating an entity)

Go to the following on the web, and read pages 1-12 and 39-41:

http://sos.oregon.gov/business/Documents/business-guides/start-business-guide.pdf

Then go to http://sos.oregon.gov/business/Documents/business-registry-forms/llc-articles.pdf

Fill out the following sections on the form: 1, 2, 7, 8 (if applicable), and 12. Of course, assume you are actually starting a new LLC!

Then save and upload the form on Moodle as you would with other assignments. That’s all you need to do for Part 1!

The purpose of this exercise is to acquaint you with the Corporation Division site and the range of business entity types, and to illustrate how simple it is to form a business entity. If you were to file your form, you would merely need to pay a processing fee of $100.00, and the Oregon Corporation Division would post information about your new business operating entity on line.

The real work, of course, would be to prepare an LLC operating agreement, fund the business, and otherwise do what is necessary to begin operations.

You can find several examples of LLC operating agreements by simply googling the term online.

PART 2: (Closely-Related Entity Genesis, Relationships, and Squabbles)

Read the newspaper articles posted on Moodle.

In two to three double-spaced pages, describe the two entities involved in this squabble (for-profit? non-profit?), which entity created the other, and the core “legal relationship” problem between the entities described by the newspaper articles. Also describe the resolution and what could have been done differently, in the beginning, to avoid this problem (at the time the second entity was created).

The purpose of this assignment is to heighten awareness of non-profit entities, illustrate the possible problems with lack of forward thinking, and illustrate the intricacies and careful planning needed for creation of close-knit entities.