CS Executive: Setting Up of Business study materials
CS Executive: Setting Up of Business study resources

CS Executive: Setting Up of Business key terms

CS Executive: Setting Up of Business · Get comfortable with the vocabulary.

Sole Proprietorship

A business owned and run by one individual with no legal separation between owner and firm, so the owner is personally liable for all debts and keeps all profits.

Related: Unlimited Liability, Partnership Firm
Partnership Firm

An association of two or more persons who agree to share profits of a business carried on by all or any of them acting for all, governed by a partnership agreement.

Related: Limited Liability Partnership, Sole Proprietorship
Limited Liability Partnership

A body corporate formed under LLP law giving partners limited liability while allowing internal management by agreement; it is a separate legal entity with perpetual succession.

Related: Partnership Firm, Corporate Veil
Corporate Veil

The principle that a company is a legal person distinct from its members, shielding shareholders from company liabilities except where courts lift the veil for fraud or misuse.

Related: Limited Liability Partnership, Promoter
Unlimited Liability

A position where the owner's personal assets can be used to settle business debts, typical of sole proprietorships and ordinary partnerships, unlike shareholders of a company.

Related: Sole Proprietorship, Corporate Veil
Promoter

A person who conceives a business idea, arranges capital, assembles the management and takes the steps needed to bring a company into existence and set it running.

Related: Certificate of Incorporation, Pre-incorporation Contract
Certificate of Incorporation

The document issued by the registrar confirming that a company has been registered, giving it legal existence from the date stated on the certificate.

Related: Promoter, Memorandum of Association
Memorandum of Association

The charter document of a company stating its name, registered office, objects, liability of members and capital, and defining the scope of its activities.

Related: Articles of Association, Certificate of Incorporation
Articles of Association

The internal rulebook of a company governing its management, board procedures, share transfers and meetings, subordinate to the memorandum and to applicable company law.

Related: Memorandum of Association, Board of Directors
Pre-incorporation Contract

An agreement made on behalf of a company before it is registered; it is not binding on the company unless adopted after incorporation, and the promoter may be personally liable.

Related: Promoter, Certificate of Incorporation
Board of Directors

The collegial body elected by shareholders that directs the company's affairs, formulates policy and supervises management, acting collectively at duly convened meetings.

Related: Independent Director, Fiduciary Duty
Independent Director

A non-executive director free of material pecuniary or personal relationships with the company, its promoters or management, appointed to bring objective judgement to board decisions.

Related: Board of Directors, Related Party Transaction
Fiduciary Duty

The obligation of directors and officers to act in good faith, honestly and in the best interests of the company, avoiding conflicts of interest and misuse of position.

Related: Board of Directors, Related Party Transaction
Related Party Transaction

A contract or arrangement between a company and a director, promoter, key managerial person or their relative or associate, requiring disclosure and often prior approval.

Related: Independent Director, Fiduciary Duty
Corporate Social Responsibility

A statutory or voluntary obligation on qualifying companies to spend a portion of profits on specified social welfare activities, reported and governed by the board.

Related: Board of Directors, Annual Return
Share Capital

The money or property contributed by shareholders in exchange for shares, divided into authorised, issued, subscribed and paid-up categories for accounting and disclosure.

Related: Debenture, Dividend
Debenture

A written instrument acknowledging a debt owed by a company to the holder, usually carrying a fixed rate of interest and often secured by a charge on assets.

Related: Share Capital, Charge on Assets
Dividend

A distribution of part of a company's profits to shareholders, declared by the board and approved as required, and payable only out of permitted profits or reserves.

Related: Share Capital, Annual General Meeting
Working Capital

The funds available for day-to-day operations, measured as current assets minus current liabilities, reflecting a firm's short-term liquidity and operational flexibility.

Related: Cash Flow Statement, Debenture
Cash Flow Statement

A financial statement showing inflows and outflows of cash classified into operating, investing and financing activities over a period, explaining changes in cash balances.

Related: Working Capital, Balance Sheet
Balance Sheet

A statement of a company's assets, liabilities and equity at a given date, prepared in the prescribed format to show its financial position.

Related: Cash Flow Statement, Share Capital
Offer and Acceptance

The two essential steps of contract formation: a definite proposal by one party and an unqualified assent by the other, together creating a binding agreement.

Related: Consideration, Void Contract
Consideration

Something of value given or promised by each party in exchange for the other's promise, which is necessary for an agreement to become an enforceable contract.

Related: Offer and Acceptance, Void Contract
Void Contract

An agreement that lacks legal enforceability from the outset, for example because its object is unlawful or essential elements are missing, so no rights arise under it.

Related: Offer and Acceptance, Consideration
Arbitration

A dispute resolution method where parties refer their differences to an appointed neutral tribunal whose award is binding, usually faster and more private than litigation.

Related: Void Contract, Charge on Assets
Trademark

A sign, word, logo or combination used to distinguish goods or services of one undertaking from those of others, protected by registration against confusing use.

Related: Patent, Copyright
Patent

An exclusive right granted for an invention that is new, involves an inventive step and is capable of industrial application, giving the owner a time-limited monopoly.

Related: Trademark, Copyright
Copyright

A bundle of rights protecting original literary, dramatic, musical and artistic works, and certain neighbouring rights, from unauthorised copying and exploitation.

Related: Patent, Trademark
Confidential Information

Non-public business data such as trade secrets, customer lists or technical know-how that a recipient must not disclose or misuse, often protected by contract.

Related: Trademark, Fiduciary Duty
Annual General Meeting

A mandatory yearly meeting of shareholders at which ordinary business such as adoption of accounts, appointment of auditors and declaration of dividend is transacted.

Related: Annual Return, Dividend
Annual Return

A periodic statutory filing summarising a company's shareholding, directors and other particulars as at a specified date, submitted to the registrar of companies.

Related: Annual General Meeting, Corporate Social Responsibility
Charge on Assets

A security interest created over a company's property or assets in favour of a lender, which must be registered within the prescribed time to be enforceable.

Related: Debenture, Arbitration
Statutory Auditor

An independent professional appointed by shareholders to examine the company's accounts and report whether they present a true and fair view.

Related: Annual General Meeting, Balance Sheet
Startup

A young enterprise working to develop and scale a scalable business model or product, often eligible for simplified compliance and government incentive schemes.

Related: Venture Capital, Business Incubator
Venture Capital

Equity or quasi-equity finance provided to high-growth, high-risk young companies in return for a shareholding and often board rights and mentoring.

Related: Startup, Business Incubator
Business Incubator

A support organisation offering early-stage ventures shared facilities, mentoring, training and access to networks to help them reach a viable, fundable stage.

Related: Startup, Venture Capital
Business Plan

A written document describing a venture's product, market, operating model, team and financial projections, used to guide execution and raise finance.

Related: Venture Capital, Startup