Risk factors refer to Item 105 of Regulation S-K which requires the registrant’s management to discuss material risks to the registrant’s operations. Item 105 requires that the registrant write their risk factors in plain English and organize...
business organizations
S corporation
S corporations are corporations that are taxed on a "flow -through" basis. This means that tax liabilities from income (or deductions from losses) are passed onto the corporations' shareholders to be declared individually. This tax scheme is...
self-dealing
Self-dealing is when a person with a fiduciary duty to a company takes action to gain personal benefit, instead of for the benefit of the company. For people who may not have a direct fiduciary duty, it also refers to a person who buys or...
share
A share is a specific portion of money or other capital. Business partners usually contribute a specific share of capital to their partnership and are then owed a share of the profits. Corporations can also issue shares of capital stock to...
shareholder derivative suit
A shareholder (stockholder) derivative suit is a lawsuit brought by a shareholder or group of shareholders on behalf of the corporation against the corporation’s directors, officers, or other third parties who breach their duties.The claim of...
shareholders' agreement
A shareholders’ agreement is a contract that regulates the relationship between the shareholders and the corporation. The agreement will detail what models or forms which the corporation should run and outline and the basic rights and...
shareholders' meeting
A shareholders’ meeting is a meeting held by the shareholders of a company to discuss the arrangements of the company or to vote in the election of board members. The shareholders should participate in the meeting in person; however,...
Sherman Antitrust Act
Sherman Antitrust Act of 1890 is a federal statute which prohibits activities that restrict interstate commerce and competition in the marketplace. It outlaws any contract, conspiracy, or combination of business interests in restraint of...
silent partner
A silent partner is also known as a dormant partner; an investor who becomes a member of a partnership by virtue of capital contribution, but plays an inactive role in the daily operation and management of the business. A silent partner is...
smaller reporting company
Smaller reporting company is a class of reporting company which has relaxed Regulation S-K and Regulation S-X disclosure requirements.
Securities and Exchange Commission (SEC) Rule 12b-2 establishes the requirements for a...