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A commercial enterprise undertaken jointly by two or more parties that otherwise retain their distinct identities. Joint ventures are commonly used in international business to comply with the law of the country where a new venture is set.

An area of corporate law that deals with the rules and regulations governing securities offerings and sales. Securities regulations are enforced to ensure transparency and fairness in the market, and to protect investors against fraud.

This legal decision treats the rights or duties of a corporation as the rights or liabilities of its shareholders or directors. Usually happens when the corporate structure is used for fraudulent or illegal activities.

An obligation of one party to act in the best interest of another. In a corporation, directors and officers have a fiduciary duty to act in the best interests of the company and its shareholders.

The process of raising capital through the sale of shares. Companies raise money by issuing stocks, and the shareholders receive ownership interests in the corporation.

A legal structure for a corporation in which the owners, or shareholders, are taxed separately from the entity. C corporations, under the United States federal income tax law, are taxed at the corporate level and again at the individual level if corporate income is distributed to the shareholders as dividends.

A set of rules adopted by a corporation to govern its internal operations. Bylaws typically include information about shareholder meetings, the board of directors, officers, and voting procedures.

Corporate strategy and financial operations dealing with the buying, selling, dividing, and combining of different companies and similar entities. M&A can help a company grow rapidly without creating another business entity.

Shareholder's equity is the residual interest in the assets of a corporation after deducting liabilities. It represents the ownership interest of the shareholders in the corporation.

The trading of a public company's stock or other securities by individuals with access to non-public information about the company. Insider trading is illegal when it is based on material non-public information.

The act of ending the existence of a corporation through a legal process. Dissolution can be voluntary, where the shareholders decide to dissolve the corporation, or involuntary, when compelled by a court order or failure to comply with statutory requirements.

Limited liability means that the shareholders of a company are not personally liable for the company's debts, only to the extent of their investment in the company.

A written statement made by the board of directors of a company detailing a binding corporate action. Corporate resolutions are legally binding decisions made by a company's board of directors or shareholders on behalf of the company.

A proxy is an authority to represent someone else, especially in voting. In corporate law, shareholders can vote at shareholder meetings by proxy without being physically present.

The process of legally terminating the existence of a corporation. This can be voluntary, by shareholder resolution, or involuntary, through legal action or failure to meet corporate formalities like annual reporting.

A document filed with a state government to legally document the creation of a corporation. It generally includes the corporation’s name, address, purpose, and information on shares of stock to be issued.

A lawsuit brought by a corporation shareholder against the directors, management or other shareholders of the company, for a failure in fiduciary duty. The suit is in the name of the company, and any damages go to the company.

A type of stock which may have more or have different voting rights than common stock and which typically has a fixed dividend. In the event of liquidation, preferred stockholders have priority over common stockholders.

The collection of mechanisms, processes, and relations used by various parties to control and to operate corporations. Corporate governance includes the processes through which corporations' objectives are set and pursued in the context of the social, regulatory, and market environment.

A group of individuals elected to represent shareholders and direct the company's policies, major decisions, and the oversight of management. The board is a governance body that is mandated by a company's bylaws and state laws.

A tax imposed on the net income of a corporation. Corporate taxes are paid on the company's taxable income, which includes revenue minus cost of goods sold (COGS), general and administrative (G&A) expenses, selling and marketing, R&D, depreciation, and other operating costs.

A clause in an executive's employment contract specifying that they will receive certain significant benefits if their employment is terminated, such as may occur after a takeover or merger.

The process of raising capital by borrowing money, usually through a loan or by issuing bonds. The company has an obligation to repay the principal plus interest.

A payment made by a corporation to its shareholders, usually as a distribution of profits. When a corporation earns a profit, it can re-invest it in the business or distribute it to shareholders as a dividend.

A type of acquisition or merger which goes against the wishes of the target company's management and board of directors. Such takeovers are usually initiated by an acquiring company making a public offer directly to the shareholders.

A legal concept that separates the personality of a corporation from the personalities of its shareholders, and protects them from being personally liable for the company's debts and other obligations.

A corporate transaction where one company makes an offer to acquire control of or a significant portion of another company, typically by purchasing a majority of its stock shares. A takeover bid can be friendly (agreed to by management) or hostile.

A special type of corporation created through an IRS tax election. An S corporation's income, losses, deductions, and credits pass through to their shareholders for federal tax purposes. Shareholders report the flow-through of income and losses on their personal tax returns.

A contract among a company's shareholders describing how the company should be operated, and the shareholders' rights and obligations. It includes details on the regulation of the shareholders' relationship, the management of the company, ownership of shares, and the protection of shareholders.