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ALISON: Diploma in Business Management & Entrepreneurship

Questions & Answers about Managing large scale organisations - Specific management functions

The Question must be about:
- Module: Managing large scale organisations
- Topic: Specific management functions

Latest Questions

  • Jerome Cannon Australia in a large organisation is it necessary to have a right hand man to help run things, if so how would you go about getting one
    2014-09-30 05:09:22

  • Sachin Dolare India Motivating employees is completely restricted to HR managers ? or every manager is equally responsible to motivate the employees those are working under him or her ??
    2014-09-27 09:09:21

  • Nana Amankwah Kwakye Ghana Is the work of Marketing and public relation manager and that of the Operation Manager not same?
    2014-09-25 10:09:31

    • moses sebom Other The two are different in my opinion. Public relations and marketing finds the customers needs and proposes the solution (in this case a product) while the operations manager ensures internal capabilities of producing the product to meet a satisfactory quality
      2014-09-27 04:09:16
  • Ayoub Ouboumlik Morocco what is the role of human resources manager?
    2014-09-17 17:09:40

    • Rolex Oduor Kenya they are responsible for motivating employees to achieve the organizational objectives.generally they are in charge of staffing,training, check on employee performance
      2014-09-21 08:09:12
    • Osman Dawuud South Africa Human Resource Managers are responsible for motivating employees to achieve their organisational objectives.
      2014-09-19 16:09:52
    • Mulugeta Amare Ethiopia Human Resource Managers are responsible for motivating employees to achieve their organizational objectives. They are, in general, responsible for staffing, human resourse development thrugh training, organizing for measuremnet of employee performance, etc
      2014-09-19 06:09:40
  • Jacob Miller United States of America Which is easier, Distribution or General Admin?
    2014-09-16 02:09:34

    • Rolex Oduor Kenya I think general admin is wayfar to complicated as compared to distibution...
      2014-09-21 08:09:44
    • Benjamin Fontanilla Jr. Philippines It depends upon the nature of the business. If it is hauling or delivery then the distribution part is harder and more strict. If it is financial then the general admin plays the harder role in documentation.
      2014-09-16 05:09:51
  • Hawa Mohammed United States of America what is the role of human resources manager?
    2014-09-14 07:09:20

    • Benjamin Fontanilla Jr. Philippines This is where many companies have failed in their part to define accurately that creates the distortion of functions with the operations manager and finance department. As from the term itself, it functions as the one who sources out the manpower of the company. It is also responsible for the motivational needs of the employees. But in most cases, instead of only this two main responsibilities, it also becomes responsible in the time keeping and salary disbursement of the employees..covering the roles of the finance and operations department.
      2014-09-16 05:09:00
    • Sibusisiwe Gwanzura South Africa Please Hawa Mohammed read the module it's all there in the module
      2014-09-16 01:09:16
    • Isaac Bayiita Kisubi Uganda The role of a human resource manager is to motivate employees so as to achieve their organizational objectives.
      2014-09-15 13:09:19
  • Abbas Elhag Taha United Kingdom what is the role of human resources manager?
    2014-09-11 10:09:55

    • Isaac Bayiita Kisubi Uganda The role of a human resource manager is to motivate employees so as to achieve their organizational objectives.
      2014-09-15 13:09:09
    • Seini Biaukula Fiji motivate employees to achieve organizational objectives
      2014-09-13 15:09:45
  • Losarino Soares da Cruz South Africa Can a managers do all this function without any assistance ?
    2014-09-10 16:09:36

    • Isaac Bayiita Kisubi Uganda Managers can do all these functions without any assistance depending on the structure of the organization and the area of expertise that a manager specializes in within the organization.
      2014-09-15 13:09:49
    • Seini Biaukula Fiji It depends on the organization structure. If it's a small organization, managers can perform functions without any trouble but a wise manager will need all the help he/she can get to manage the business.
      2014-09-13 15:09:21
  • Andrew Richard Ugodo Nigeria what about Admin managers.
    2014-09-08 11:09:45

    • Isaac Bayiita Kisubi Uganda The administration managers do several roles in the organization which are providing direct administrative support , maintaining schedules and workflows ,foster team work.
      2014-09-15 13:09:01
  • Saw Gaw Nay Moo Singapore In the market street we are facing some issue that is less motivation without improve moral. (Every level) Any suggestion or solution?
    2014-09-08 09:09:19

    • Isaac Bayiita Kisubi Uganda yes saw Gaw just ensure rewarding and recognise employees, try and create a friendly working environment for the employees and also improve on the relationship between the employees and managers.
      2014-09-15 14:09:20
  • Mustafa Aw-Cabdi Cambalaash Somalia What is Specific management functions ?
    2014-09-07 07:09:24

    • Isaac Bayiita Kisubi Uganda Specific Management functions are functions a manager will perform that are determined by the structure of the organization and also the area of expertise a manager specializes in within the organization. These include ; 1. MARKETING AND PUBLIC RELATIONS: If the organization is to be successful, managers must ensure that the right products or services are produced at the right time , in the right style , for the right consumers. 2. GENERAL ADMINISTRATION In an organization, managers must ensure that all necessary paper work , data entry and analysis are completed in the most effective manner. 3. DISTRIBUTION Managers must ensure that products or services are delivered on time to the customers and that delivery charges or cost are kept minimum. 4. BANKING AND FINANCE In order for the organization to achieve its objectives, managers must ensure that the organization has got all the necessary financial resources.
      2014-09-15 13:09:56
  • saira khan Pakistan what are the specific functions of managers
    2014-09-05 14:09:41

    • Isaac Bayiita Kisubi Uganda Specific Management functions are functions a manager will perform that are determined by the structure of the organization and also the area of expertise a manager specializes in within the organization. These include ; 1. MARKETING AND PUBLIC RELATIONS: If the organization is to be successful, managers must ensure that the right products or services are produced at the right time , in the right style , for the right consumers. 2. GENERAL ADMINISTRATION In an organization, managers must ensure that all necessary paper work , data entry and analysis are completed in the most effective manner. 3. DISTRIBUTION Managers must ensure that products or services are delivered on time to the customers and that delivery charges or cost are kept minimum. 4. BANKING AND FINANCE In order for the organization to achieve its objectives, managers must ensure that the organization has got all the necessary financial resources.
      2014-09-15 13:09:58
  • Fashe Felix Nigeria how can we identify and distinguish the generic functions from the specific function of a manager
    2014-09-03 17:09:07

    • Marwan Aweidhan Yemen Generic Functions = POLC CCM They are the management elemnts that a manager should have. Specific Functions = what an organisatin needs to continue its process. Managing every department in order to achieve the objectives of the organisation. HR, Finance, production, maketing and sales department. to make sure that every department perfectly does its role in the organisation.
      2014-09-03 23:09:24
  • Zachary Bashore United States of America What are specific management functions?
    2014-09-03 00:09:16

    • Isaac Bayiita Kisubi Uganda Specific Management functions are functions a manager will perform that are determined by the structure of the organization and also the area of expertise a manager specializes in within the organization. These include ; 1. MARKETING AND PUBLIC RELATIONS: If the organization is to be successful, managers must ensure that the right products or services are produced at the right time , in the right style , for the right consumers. 2. GENERAL ADMINISTRATION In an organization, managers must ensure that all necessary paper work , data entry and analysis are completed in the most effective manner. 3. DISTRIBUTION Managers must ensure that products or services are delivered on time to the customers and that delivery charges or cost are kept minimum. 4. BANKING AND FINANCE In order for the organization to achieve its objectives, managers must ensure that the organization has got all the necessary financial resources.
      2014-09-15 13:09:33
    • Remi Remi darems Cameroon p;plan, o;organize, l;lead, c;communicate, c;control, c;create, m;motivate
      2014-09-09 12:09:50
    • Fashe Felix Nigeria the management functions are represented in an orderly mnemonic that encompass both the generic & the specific functions of a manager,these are P=Planning O=Organizing L=Leading C=Controlling C=Communicating C=Creating M=Motivating
      2014-09-03 16:09:54
  • S Raphael Ouedraogo Burkina Faso what are the specific functions of managers
    2014-08-28 10:08:42

    • Isaac Bayiita Kisubi Uganda Specific Management functions are functions a manager will perform that are determined by the structure of the organization and also the area of expertise a manager specializes in within the organization. These include ; 1. MARKETING AND PUBLIC RELATIONS: If the organization is to be successful, managers must ensure that the right products or services are produced at the right time , in the right style , for the right consumers. 2. GENERAL ADMINISTRATION In an organization, managers must ensure that all necessary paper work , data entry and analysis are completed in the most effective manner. 3. DISTRIBUTION Managers must ensure that products or services are delivered on time to the customers and that delivery charges or cost are kept minimum. 4. BANKING AND FINANCE In order for the organization to achieve its objectives, managers must ensure that the organization has got all the necessary financial resources.
      2014-09-15 13:09:32
    • Remi Remi darems Cameroon p;plan, o;organize, l;lead, c;communicate, c;control, c;create, m;motivate
      2014-09-09 12:09:34
    • S Raphael Ouedraogo Burkina Faso it is the function detrminated by the structure of the organisation and of the area of competency
      2014-08-28 11:08:43
  • Julian Shadrin United States of America Jones Hanungu Munang'andu please stop spamming the question zone.
    2014-08-27 23:08:45

  • victor john Nigeria is it appropriate for managers to trespass on their specific management due to incompetence on the side of another managerif he is well versed in that area?
    2014-08-26 00:08:20

    • Remi Remi darems Cameroon yes so long as it is for the growth of the organisataion but there is a simple procedure to that; inform the person if he is not willing you then do what we call whistle blowing ...
      2014-09-09 14:09:04
    • Mandisa Saurombe Zimbabwe Probably a better alternative would be to first communicate with the other manager and if agreeable, show them what they need to do. This will allow the competent manager to carry out the task and at the same time coach the 'incompetent' manager so that they are able to carry out a similar task in the future. It could also avoid possible conflicts too as no one would have stepped on anyones' toes, so to speak. a reasonable 'incompetent' manager would appreciate this route.
      2014-08-27 14:08:15
  • Jones Hanungu Munang'andu Zambia Business enterprises customarily take one of three forms: individual proprietorships, partnerships, or limited-liability companies (or corporations). In the first form, a single person holds the entire operation as his personal property, usually managing it on a day-to-day basis. Most businesses are of this type. The second form, the partnership, may have from two to 50 or more members, as in the case of large law and accounting firms, brokerage houses, and advertising agencies. This form of business is owned by the partners themselves; they may receive varying shares of the profits depending on their investment or contribution. Whenever a member leaves or a new member is added, the firm must be reconstituted as a new partnership. The third form, the limited-liability company, or corporation, denotes incorporated groups of persons—that is, a number of persons considered as a legal entity (or fictive “person”) with property, powers, and liabilities separate from those of its members. This type of company is also legally separate from the individuals who work for it, whether they be shareholders or employees or both; it can enter into legal relations with them, make contracts with them, and sue and be sued by them. Most large industrial and commercial organizations are limited-liability companies. This article deals primarily with the large private business organizations made up chiefly of partnerships and limited-liability companies—called collectively business associations. Some of the principles of operation included here also apply to large individually owned companies and to public enterprises. Types of business associations Business associations have three distinct characteristics: (1) they have more than one member (at least when they are formed); (2) they have assets that are legally distinct from the private assets of the members; and (3) they have a formal system of management, which may or may not include members of the association. The first feature, plurality of membership, distinguishes the business association from the business owned by one individual; the latter does not need to be regulated internally by law because the single owner totally controls the assets. Because the single owner is personally liable for debts and obligations incurred in connection with the business, no special rules are needed to protect its creditors beyond the ordinary provisions of bankruptcy law. The second feature, the possession of distinct assets (or a distinct patrimony), is required for two purposes: (1) to delimit the assets to which creditors of the association can resort to satisfy their claims (though in the case of some associations, such as the partnership, they can also compel the members to make good any deficiency) and (2) to make clear what assets the managers of the association may use to carry on business. The assets of an association are contributed directly or indirectly by its members—directly if a member transfers a business or property or investments of his own to the association in return for a share in its capital, and indirectly if a member pays his share of capital in cash and the association then uses his contribution and like contributions in cash made by other members to purchase a business, property, or investments. The third essential feature, a system of management, varies greatly. In a simple form of business association the members who provide the assets are entitled to participate in the management unless otherwise agreed. In the more complex form of association, such as the company or corporation of the Anglo-American common-law countries, members have no immediate right to participate in the management of the association's affairs; they are, however, legally entitled to appoint and dismiss the managers (known also as directors, presidents, or administrators), and their consent is legally required (if only pro forma) for major changes in the company's structure or activities, such as reorganizations of its capital and mergers with other associations. The role of a member of a company or corporation is basically passive; he is known as a shareholder or stockholder, the emphasis being placed on his investment function. The managers of a business association, however, do not in law comprise all of the persons who exercise discretion or make decisions. Even the senior executives of large corporations or companies may be merely employees, and, like manual or clerical workers, their legal relationship with the corporation is of no significance in considering the law governing the corporation. Whether an executive is a director, president, or administrator (an element in the company or corporation's legal structure) depends on purely formal considerations; if he is named as such in the document constituting the corporation, or if he is subsequently appointed or elected to hold such an office, it is irrelevant whether his actual functions in running the corporation's business and the power or influence he wields are great or small. Nevertheless, for certain purposes, such as liability for defrauding creditors in English law and liability for deficiencies of assets in bankruptcy in French law, people who act as directors and participate in the management of the company's affairs are treated as such even though they have not been formally appointed. Partnerships The distinguishing features of the partnership are the personal and unrestricted liability of each partner for the debts and obligations of the firm (whether he assented to their being incurred or not) and the right of each partner to participate in the management of the firm and to act as an agent of it in entering into legal transactions on its behalf. The civil-law systems of most continental European countries have additionally always permitted a modified form of partnership, the limited partnership (société en commandite, Kommanditgesellschaft, società in accomandita) in which one or more of the partners are liable for the firm's debts only to the extent of the capital they contribute or agree to contribute. Such limited partners are prohibited from taking part in the management of the firm, however; if they do, they become personally liable without limit for the debts of the firm, together with the general partners. English common law refused to recognize the limited partnership, and in the United States at the beginning of the 19th century only Louisiana, which was governed by French civil law, permitted such partnerships. During the 19th century most of the states enacted legislation allowing limited partnerships to be formed, and in 1907 Great Britain adopted the limited partnership by statute, but it has not been much used there in practice. Another distinction between kinds of partnership in civil law—one that has no equivalent in Anglo-American common-law countries—is that between civil and commercial partnerships. This distinction depends on whether or not the purposes for which the partnership is formed fall within the list of commercial activities in the country's commercial code. These codes always make manufacturing, dealing in, and transporting goods commercial activities, while professional and agricultural activities are always noncommercial. Consequently, a partnership of lawyers, doctors, or farmers is a civil partnership, governed exclusively by the civil code of the country concerned and untouched by its commercial code. No such distinction is made in the common-law countries, where professional and business partnerships are subject to the same rules as trading partnerships, although only partners in a trading partnership have the power to borrow on the firm's behalf. Limited-liability companies, or corporations The company or corporation, unlike the partnership, is formed not simply by an agreement entered into between its first members; it must also be registered at a public office or court designated by law or otherwise obtain official acknowledgment of its existence. Under English and American law the company or corporation is incorporated by filing the company's constitution (memorandum and articles of association, articles or certificate of incorporation) signed by its first members at the Companies Registry in London or, in the United States, at the office of the state secretary of state or corporation commissioner. In France, Germany, and Italy and the other countries subject to a civil-law system, a notarized copy of the constitution is filed at the local commercial tribunal, and proof is tendered that the first members of the company have subscribed the whole or a prescribed fraction of the company's capital and that assets transferred to the company in return for an allotment of its shares have been officially valued and found to be worth at least the amount of capital allotted for them. English and American law, together with the laws of The Netherlands and the Scandinavian countries, provide only one category of business company or corporation (in The Netherlands the naamloze vennootschap, in Sweden the aktiebolag), although all these systems of law make distinctions for tax purposes between private, or close, companies or corporations on the one hand and public companies or corporations on the other. English law also distinguishes between private and public companies for some purposes of company law; for example, a private company cannot have more than 50 members and cannot advertise subscriptions for its shares. Under the civil-law systems, however, a fundamental distinction is drawn between the public company (société anonyme, Aktiengesellschaft, società per azioni) and the private company (société à responsabilité limitée, Gesellschaft mit beschränkter Haftung [G.m.b.H.], società a responsabilità limitata), and in Germany the two kinds of company are governed by different enactments, as they were in France until 1966. For practical purposes, however, public and private companie
    2014-08-24 10:08:16

  • Jones Hanungu Munang'andu Zambia Business enterprises customarily take one of three forms: individual proprietorships, partnerships, or limited-liability companies (or corporations). In the first form, a single person holds the entire operation as his personal property, usually managing it on a day-to-day basis. Most businesses are of this type. The second form, the partnership, may have from two to 50 or more members, as in the case of large law and accounting firms, brokerage houses, and advertising agencies. This form of business is owned by the partners themselves; they may receive varying shares of the profits depending on their investment or contribution. Whenever a member leaves or a new member is added, the firm must be reconstituted as a new partnership. The third form, the limited-liability company, or corporation, denotes incorporated groups of persons—that is, a number of persons considered as a legal entity (or fictive “person”) with property, powers, and liabilities separate from those of its members. This type of company is also legally separate from the individuals who work for it, whether they be shareholders or employees or both; it can enter into legal relations with them, make contracts with them, and sue and be sued by them. Most large industrial and commercial organizations are limited-liability companies. This article deals primarily with the large private business organizations made up chiefly of partnerships and limited-liability companies—called collectively business associations. Some of the principles of operation included here also apply to large individually owned companies and to public enterprises. Types of business associations Business associations have three distinct characteristics: (1) they have more than one member (at least when they are formed); (2) they have assets that are legally distinct from the private assets of the members; and (3) they have a formal system of management, which may or may not include members of the association. The first feature, plurality of membership, distinguishes the business association from the business owned by one individual; the latter does not need to be regulated internally by law because the single owner totally controls the assets. Because the single owner is personally liable for debts and obligations incurred in connection with the business, no special rules are needed to protect its creditors beyond the ordinary provisions of bankruptcy law. The second feature, the possession of distinct assets (or a distinct patrimony), is required for two purposes: (1) to delimit the assets to which creditors of the association can resort to satisfy their claims (though in the case of some associations, such as the partnership, they can also compel the members to make good any deficiency) and (2) to make clear what assets the managers of the association may use to carry on business. The assets of an association are contributed directly or indirectly by its members—directly if a member transfers a business or property or investments of his own to the association in return for a share in its capital, and indirectly if a member pays his share of capital in cash and the association then uses his contribution and like contributions in cash made by other members to purchase a business, property, or investments. The third essential feature, a system of management, varies greatly. In a simple form of business association the members who provide the assets are entitled to participate in the management unless otherwise agreed. In the more complex form of association, such as the company or corporation of the Anglo-American common-law countries, members have no immediate right to participate in the management of the association's affairs; they are, however, legally entitled to appoint and dismiss the managers (known also as directors, presidents, or administrators), and their consent is legally required (if only pro forma) for major changes in the company's structure or activities, such as reorganizations of its capital and mergers with other associations. The role of a member of a company or corporation is basically passive; he is known as a shareholder or stockholder, the emphasis being placed on his investment function. The managers of a business association, however, do not in law comprise all of the persons who exercise discretion or make decisions. Even the senior executives of large corporations or companies may be merely employees, and, like manual or clerical workers, their legal relationship with the corporation is of no significance in considering the law governing the corporation. Whether an executive is a director, president, or administrator (an element in the company or corporation's legal structure) depends on purely formal considerations; if he is named as such in the document constituting the corporation, or if he is subsequently appointed or elected to hold such an office, it is irrelevant whether his actual functions in running the corporation's business and the power or influence he wields are great or small. Nevertheless, for certain purposes, such as liability for defrauding creditors in English law and liability for deficiencies of assets in bankruptcy in French law, people who act as directors and participate in the management of the company's affairs are treated as such even though they have not been formally appointed. Partnerships The distinguishing features of the partnership are the personal and unrestricted liability of each partner for the debts and obligations of the firm (whether he assented to their being incurred or not) and the right of each partner to participate in the management of the firm and to act as an agent of it in entering into legal transactions on its behalf. The civil-law systems of most continental European countries have additionally always permitted a modified form of partnership, the limited partnership (société en commandite, Kommanditgesellschaft, società in accomandita) in which one or more of the partners are liable for the firm's debts only to the extent of the capital they contribute or agree to contribute. Such limited partners are prohibited from taking part in the management of the firm, however; if they do, they become personally liable without limit for the debts of the firm, together with the general partners. English common law refused to recognize the limited partnership, and in the United States at the beginning of the 19th century only Louisiana, which was governed by French civil law, permitted such partnerships. During the 19th century most of the states enacted legislation allowing limited partnerships to be formed, and in 1907 Great Britain adopted the limited partnership by statute, but it has not been much used there in practice. Another distinction between kinds of partnership in civil law—one that has no equivalent in Anglo-American common-law countries—is that between civil and commercial partnerships. This distinction depends on whether or not the purposes for which the partnership is formed fall within the list of commercial activities in the country's commercial code. These codes always make manufacturing, dealing in, and transporting goods commercial activities, while professional and agricultural activities are always noncommercial. Consequently, a partnership of lawyers, doctors, or farmers is a civil partnership, governed exclusively by the civil code of the country concerned and untouched by its commercial code. No such distinction is made in the common-law countries, where professional and business partnerships are subject to the same rules as trading partnerships, although only partners in a trading partnership have the power to borrow on the firm's behalf. Limited-liability companies, or corporations The company or corporation, unlike the partnership, is formed not simply by an agreement entered into between its first members; it must also be registered at a public office or court designated by law or otherwise obtain official acknowledgment of its existence. Under English and American law the company or corporation is incorporated by filing the company's constitution (memorandum and articles of association, articles or certificate of incorporation) signed by its first members at the Companies Registry in London or, in the United States, at the office of the state secretary of state or corporation commissioner. In France, Germany, and Italy and the other countries subject to a civil-law system, a notarized copy of the constitution is filed at the local commercial tribunal, and proof is tendered that the first members of the company have subscribed the whole or a prescribed fraction of the company's capital and that assets transferred to the company in return for an allotment of its shares have been officially valued and found to be worth at least the amount of capital allotted for them. English and American law, together with the laws of The Netherlands and the Scandinavian countries, provide only one category of business company or corporation (in The Netherlands the naamloze vennootschap, in Sweden the aktiebolag), although all these systems of law make distinctions for tax purposes between private, or close, companies or corporations on the one hand and public companies or corporations on the other. English law also distinguishes between private and public companies for some purposes of company law; for example, a private company cannot have more than 50 members and cannot advertise subscriptions for its shares. Under the civil-law systems, however, a fundamental distinction is drawn between the public company (société anonyme, Aktiengesellschaft, società per azioni) and the private company (société à responsabilité limitée, Gesellschaft mit beschränkter Haftung [G.m.b.H.], società a responsabilità limitata), and in Germany the two kinds of company are governed by different enactments, as they were in France until 1966. For practical purposes, however, public and private companie
    2014-08-24 10:08:58

  • Jones Hanungu Munang'andu Zambia Business enterprises customarily take one of three forms: individual proprietorships, partnerships, or limited-liability companies (or corporations). In the first form, a single person holds the entire operation as his personal property, usually managing it on a day-to-day basis. Most businesses are of this type. The second form, the partnership, may have from two to 50 or more members, as in the case of large law and accounting firms, brokerage houses, and advertising agencies. This form of business is owned by the partners themselves; they may receive varying shares of the profits depending on their investment or contribution. Whenever a member leaves or a new member is added, the firm must be reconstituted as a new partnership. The third form, the limited-liability company, or corporation, denotes incorporated groups of persons—that is, a number of persons considered as a legal entity (or fictive “person”) with property, powers, and liabilities separate from those of its members. This type of company is also legally separate from the individuals who work for it, whether they be shareholders or employees or both; it can enter into legal relations with them, make contracts with them, and sue and be sued by them. Most large industrial and commercial organizations are limited-liability companies. This article deals primarily with the large private business organizations made up chiefly of partnerships and limited-liability companies—called collectively business associations. Some of the principles of operation included here also apply to large individually owned companies and to public enterprises. Types of business associations Business associations have three distinct characteristics: (1) they have more than one member (at least when they are formed); (2) they have assets that are legally distinct from the private assets of the members; and (3) they have a formal system of management, which may or may not include members of the association. The first feature, plurality of membership, distinguishes the business association from the business owned by one individual; the latter does not need to be regulated internally by law because the single owner totally controls the assets. Because the single owner is personally liable for debts and obligations incurred in connection with the business, no special rules are needed to protect its creditors beyond the ordinary provisions of bankruptcy law. The second feature, the possession of distinct assets (or a distinct patrimony), is required for two purposes: (1) to delimit the assets to which creditors of the association can resort to satisfy their claims (though in the case of some associations, such as the partnership, they can also compel the members to make good any deficiency) and (2) to make clear what assets the managers of the association may use to carry on business. The assets of an association are contributed directly or indirectly by its members—directly if a member transfers a business or property or investments of his own to the association in return for a share in its capital, and indirectly if a member pays his share of capital in cash and the association then uses his contribution and like contributions in cash made by other members to purchase a business, property, or investments. The third essential feature, a system of management, varies greatly. In a simple form of business association the members who provide the assets are entitled to participate in the management unless otherwise agreed. In the more complex form of association, such as the company or corporation of the Anglo-American common-law countries, members have no immediate right to participate in the management of the association's affairs; they are, however, legally entitled to appoint and dismiss the managers (known also as directors, presidents, or administrators), and their consent is legally required (if only pro forma) for major changes in the company's structure or activities, such as reorganizations of its capital and mergers with other associations. The role of a member of a company or corporation is basically passive; he is known as a shareholder or stockholder, the emphasis being placed on his investment function. The managers of a business association, however, do not in law comprise all of the persons who exercise discretion or make decisions. Even the senior executives of large corporations or companies may be merely employees, and, like manual or clerical workers, their legal relationship with the corporation is of no significance in considering the law governing the corporation. Whether an executive is a director, president, or administrator (an element in the company or corporation's legal structure) depends on purely formal considerations; if he is named as such in the document constituting the corporation, or if he is subsequently appointed or elected to hold such an office, it is irrelevant whether his actual functions in running the corporation's business and the power or influence he wields are great or small. Nevertheless, for certain purposes, such as liability for defrauding creditors in English law and liability for deficiencies of assets in bankruptcy in French law, people who act as directors and participate in the management of the company's affairs are treated as such even though they have not been formally appointed. Partnerships The distinguishing features of the partnership are the personal and unrestricted liability of each partner for the debts and obligations of the firm (whether he assented to their being incurred or not) and the right of each partner to participate in the management of the firm and to act as an agent of it in entering into legal transactions on its behalf. The civil-law systems of most continental European countries have additionally always permitted a modified form of partnership, the limited partnership (société en commandite, Kommanditgesellschaft, società in accomandita) in which one or more of the partners are liable for the firm's debts only to the extent of the capital they contribute or agree to contribute. Such limited partners are prohibited from taking part in the management of the firm, however; if they do, they become personally liable without limit for the debts of the firm, together with the general partners. English common law refused to recognize the limited partnership, and in the United States at the beginning of the 19th century only Louisiana, which was governed by French civil law, permitted such partnerships. During the 19th century most of the states enacted legislation allowing limited partnerships to be formed, and in 1907 Great Britain adopted the limited partnership by statute, but it has not been much used there in practice. Another distinction between kinds of partnership in civil law—one that has no equivalent in Anglo-American common-law countries—is that between civil and commercial partnerships. This distinction depends on whether or not the purposes for which the partnership is formed fall within the list of commercial activities in the country's commercial code. These codes always make manufacturing, dealing in, and transporting goods commercial activities, while professional and agricultural activities are always noncommercial. Consequently, a partnership of lawyers, doctors, or farmers is a civil partnership, governed exclusively by the civil code of the country concerned and untouched by its commercial code. No such distinction is made in the common-law countries, where professional and business partnerships are subject to the same rules as trading partnerships, although only partners in a trading partnership have the power to borrow on the firm's behalf. Limited-liability companies, or corporations The company or corporation, unlike the partnership, is formed not simply by an agreement entered into between its first members; it must also be registered at a public office or court designated by law or otherwise obtain official acknowledgment of its existence. Under English and American law the company or corporation is incorporated by filing the company's constitution (memorandum and articles of association, articles or certificate of incorporation) signed by its first members at the Companies Registry in London or, in the United States, at the office of the state secretary of state or corporation commissioner. In France, Germany, and Italy and the other countries subject to a civil-law system, a notarized copy of the constitution is filed at the local commercial tribunal, and proof is tendered that the first members of the company have subscribed the whole or a prescribed fraction of the company's capital and that assets transferred to the company in return for an allotment of its shares have been officially valued and found to be worth at least the amount of capital allotted for them. English and American law, together with the laws of The Netherlands and the Scandinavian countries, provide only one category of business company or corporation (in The Netherlands the naamloze vennootschap, in Sweden the aktiebolag), although all these systems of law make distinctions for tax purposes between private, or close, companies or corporations on the one hand and public companies or corporations on the other. English law also distinguishes between private and public companies for some purposes of company law; for example, a private company cannot have more than 50 members and cannot advertise subscriptions for its shares. Under the civil-law systems, however, a fundamental distinction is drawn between the public company (société anonyme, Aktiengesellschaft, società per azioni) and the private company (société à responsabilité limitée, Gesellschaft mit beschränkter Haftung [G.m.b.H.], società a responsabilità limitata), and in Germany the two kinds of company are governed by different enactments, as they were in France until 1966. For practical purposes, however, public and private companie
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