Can there be a company shareholder which is not a company owner? I would define a shareholder as someone who is eligible for a certain percentile amount of profit from a company, from dividends and/or from selling the company; this person may or may not be an owner of the company as described in a local (state-operated) company registrar. I think and I might be wrong that in Israeli law any shareholder would have some amount of &quot;ownership&quot; on a company.
Shareholders own the company There may be different classes of shares in a company with different rights (voting, dividends, preferential distribution etc.) but if you own a share you own (part of) the company. Just as a side note, there are companies that are not limited by shares - their ownership structure is different. Similarly, there are unit trusts where ownership of a share entitles you to distributions, making you a beneficiary but the owner is someone else (usually a holding company).
An LLC is a legally distinct entity from your person. Basically, if your LLC is sued, and you lose, you can lose only what you put into your LLC. Your personal assets are untouched. A very sophisticated plaintiff may try to get around this suing both your LLC and you personally. (I've done this myself.) Even so, if you are careful to keep the business of your LLC separate from your personal business (no commingling of assets, no use of your LLC to pay your bills, but only a salary), then the law will often absolve you of personal liability for the "actions" of your LLC. The reason I warn against "commingling" is because if you do this, you can lose the protection of the LLC as a separate entity, and become personally liable for what the LLC does. This is known as "piercing the corporate veil." If you have home rental operations in more than one state, you may want to establish LLC's for each state. That's because some states are more tenant- and other states are more landlord- friendly than others, meaning that you may want to defend yourself differently in one state versus another.
The UK Government released an article last year that explains some of the issues relating to ownership of copyright This article is informative. The headline point: Ownership of literary, dramatic, musical, artistic and film works created by an employee during the course of their employment, automatically vests in their employer by virtue of section 11(2) of the Copyright, Designs and Patents Act 1988. The meaning of during the course of their employment has been interpreted by the courts to mean during the course of normal or specifically assigned duties, and that these duties include the creation of intellectual property for the employer. Patents are similarly affected - if the role does not specify or would not imply the creation of patents and other IP, it may not vest in the company automatically. This is a standard clause and is designed to protect the interests of the company, in the event that you create intellectual property as part of your role. Bear in mind here that there's no real need for this property to be created during work hours. That is, if part of your role is to design new software, ownership of that software vests in the company, whether you spent substantial amounts of work hours making it or not. Conversely, if your role does not include, or would be expected to include, the creation of intellectual property, then if you do so - even if it is during work hours - ownership may not necessarily vest in the company. IP you create in the course of your employment will vest in the company in the course of your employment will probably mean: if you are employed to create IP generally, all any IP resulting from your work, or; if you are employed to create a specific work, that work and possibly related works. This is a fairly standard clause, for most companies - I have had several jobs (though none of them technology-related) and they all include some clause to this effect
not in germany Germany has laws about founding, operating and financing political parties, the Parteiengesetz which demands certain organisatorial structures, and the Parteifinanzierungsgesetz, which is very explicit about how they can finance themselves and what a party needs to report. The only allowed gains are property proceeds (like from owning property or selling goods), membership fees, gifts to the party, and state sponsorship. Also, non-citizens are not allowed to give to a party unlimitedly. The parties also are also obligated under the basic law to report all financing they get, down to the cent. Their organisation form is strictly limited: Parteien sind frei gebildete Personenvereinigungen im Sinne des Artikels 9 Absatz 1 GG, die sich auf der Basis des privaten Rechts nach den vereinsrechtlichen Regelungen des Bürgerlichen Gesetzbuches (§§ 21 bis 79 Bürgerliches Gesetzbuch - BGB) gründen. Sie sind in der Regel nicht rechtsfähige Vereine This precludes them from being Aktiengesellschaften: they have to be organizations of people (Personenvereinigungen) that follow the BGB, and thus are not allowed to organize as an AG under the Aktiengesetz, which demands that an AG to not be an organization of people. So, a party can't be a stock company, and selling stock in a political party in Germany is not allowed under the framework and is thus neither possible nor legal.
the first two highlighted parts seem to contradict each other. No, in this case they do not. The first highlighted portion refers to works or items produced "for or under the direction of the Company", whereas the second highlight refers to your creations that satisfy conditions (a) and (b). Where contradictions actually exist, the doctrine of contra proferentem entitles you (the non-draftsman of the contract) to adopt the portion or reasonable interpretation that favors your legal position. Also wondering how valid those statements actually are They are valid and become enforceable as soon as you sign the contract or your subsequent conduct reflects your acceptance thereof. it's a matter of privacy. So the question is what I can do or what the reality is of the situation The reality is that you are asked to sign a contract that is abusive and ridiculous. One vulnerability from describing your inventions (presumably in Appendix A) is that the employer gets "irrevocable, worldwide, etc" rights on them as soon as you "use or disclose any [items listed in Appendix A] when acting within the scope of [your] employment". This means that if instead of reinventing the wheel you share or apply any portion of your prior creations so as to enhance your productivity, you knowingly and irreversibly grant to the employer perpetual rights to those items. Legal disputes regarding APIs can become extremely intricate. And, since judges usually have no decent background on IT, even those few judges with integrity are unlikely to grasp the key subtleties that would lead to a correct ruling. "not useful with or related to any Company Interest" is very vague. The company could be interested in literally anything these days. Clauses which are too vague or excessively wide-encompassing are supposedly stricken as unconscionable, unenforceable, etc. However, I personally would foreclose upfront the risk of judicial hassle and decline the abusive contract. Legal issues aside, keep in mind that you are offering your expertise (in terms of supply &amp; demand, you are on the supply side). This fact has a less derogatory connotation than "asking for a job". Accordingly, the relation between the parties should be more leveled.
This is an amusing idea, but ultimately it seems frivolous: How does one establish the physical presence of a corporation in a car? Yes, corporations have some of the legal rights and liabilities of people, but they are not people. And there are plenty of rights a person has that a corporation does not. For example (at present) a corporation can't be a party to a marriage. The closest a corporation comes to any corporal presence is the address listed of their agents.
In general, a liquid account, denominated in monetary units (dollars, pounds, euros, etc) from which the owner has the right to make a withdrawal at any time is treated legally much the same as cash. This includes a bank account and a brokerage 'cash&quot; account. It will not include a mutual fund account denominated in shares of stock, nor a debt which is not collectable at will. When the proceeds of a transaction are depositd into such an account, I believe that the profit (if any)m has been &quot;realized&quot; and that a taxable event has occurred. Under 26 U.S.C. § 1001 a gain or loss is realized on the sale or other disposition, or exchange of property. Nothing is ssid about 'cash&quot; or accounts with a signature authority. Under 26 CFR 1.1001-1: ... the gain or loss realized from the conversion of property into cash, or from the exchange of property for other property differing materially either in kind or in extent, is treated as income or as loss sustained. in Cottage Savings Ass'n v. Comm. of Internal Revenue, 499 U.S. 554, 559 (1991) The US Supreme Court wrote: Rather than assessing tax liability on the basis of annual fluctuations in the value of a taxpayer's property, the Internal Revenue Code defers the tax consequences of a gain or loss in property value until the taxpayer &quot;realizes&quot; the gain or loss. The realization requirement is implicit in § 1001(a) of the Code, 26 U. S. C. § 1001(a), which defines &quot;[t]he gain [or loss] from the sale or other disposition of property&quot; as the difference between &quot;the amount realized&quot; from the sale or disposition of the property and its &quot;adjusted basis.&quot; As this Court has recognized, the concept of realization is &quot;founded on administrative convenience.&quot; Helvering v. Horst, 311 U. S. 112, 116 (1940). ... Section 1001(a)'s language provides a straightforward test for realization: to realize a gain or loss in the value of property, the taxpayer must engage in a &quot;sale or other disposition of [the] property.&quot; The parties agree that the exchange of participation interests in this case cannot be characterized as a &quot;sale&quot; under § 1001(a); the issue before us is whether the transaction constitutes a &quot;disposition of property.&quot; ... Neither the language nor the history of the Code indicates whether and to what extent property exchanged must differ to count as a &quot;disposition of property&quot; under § 1001(a). Nonetheless, we readily agree with the Commissioner that an exchange of property gives rise to a realization event under § 1001(a) only if the properties exchanged are &quot;materially different.&quot;... ... We start with the classic treatment of realization in Eisner v. Macomber, supra. In Macomber, a taxpayer who owned 2,200 shares of stock in a company received another 1,100 shares from the company as part of a *pro rata- stock dividend meant to reflect the company's growth in value. At issue was whether the stock dividend constituted taxable income. We held that it did not, because no gain was realized. ... In Phellis and Marr, we held that the transactions were realization events. We reasoned that because a company incorporated in one State has &quot;different rights and powers&quot; from one incorporated in a different State, the taxpayers inPhellis and Marr acquired through the transactions property that was &quot;materially different&quot; from what they previously had. United States v. Phellis, 257 U. S., at 169-173; ... Taken together, Phellis, Marr, and Weiss stand for the principle that properties are &quot;different&quot; in the sense that is &quot;material&quot; to the Internal Revenue Code so long as their respective possessors enjoy legal entitlements that are different in kind or extent. Thus, separate groups of stock are not materially different if they confer &quot;the same proportional interest of the same character in the same corporation.&quot; Marr v. United States, 268 U. S., at 540. However, they are materially different if they are issued by different corporations, id., at 541; United States v. Phellis, supra, at 173, or if they confer &quot;differen[t] rights and powers&quot; in the same corporation, Marr v. United States, supra, at 541. No more demanding a standard than this is necessary in order to satisfy the administrative purposes underlying the realization requirement in § 1001(a). See Helvering v. Horst, 311 U. S., at 116. For, as long as the property entitlements are not identical, their exchange will allow both the Commissioner and the transacting taxpayer easily to fix the appreciated or depreciated values of the property relative to their tax bases Thus any exchange of property for other property which is in some significant sense different, such as interests in different mortgages of similar market value, or any sale of property causes a gain or loss to be realized.It does not matter in what sort of account the proceeds are held, or even whether the proceeds are in cash as opposed to some other sort of property. The beneficial owner realizes a gain or loss, even if s/he is not the legal owner.
Yes. For example, corporations can own copyright. They may own copyright after assignment (this is true across much of the commonwealth and in the U.S.). In some jurisdictions, when a work is made for hire, the employer may be deemed the author and initial owner (e.g. U.S.) or just the initial owner (e.g. Canada).