Beneficios

Reducción de  los costos generales. La asociación empresarial puede ser más barata y flexible que una fusión o adquisición, y puede ser empleada cuando una fusión o una adquisición no es factible.

La asociación empresarial aumenta la "ventaja competitiva" (Porter, 1985). Los beneficios directos de la asociación empresarial consisten en una mayor ventaja competitiva a través de la cooperación (la ventaja co- operativa) e incluso mejores oportunidades de ingresos, la ocupación y la inversión en el sector de aplicación.

La asociación empresarial crea un modelo no tan tradicional basado en la solidaridad u "orgánico", sino una forma lógica de "solidaridad mecánica" (Durkheim, 1893). La asociación toma un nuevo enfoque para lograr los objetivos de negocio. Sustituye el modelo de cliente-proveedor tradicional con un enfoque de colaboración para el logro de un objetivo común; este puede ser la construcción de un hospital, mejorar un contrato de servicio existente o iniciar un nuevo programa de trabajo. Esencialmente, los socios trabajan juntos para lograr un objetivo común acordado mientras que cada participante aún puede conservar diferentes razones para el logro de ese objetivo común.

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.

Other forms of business association    

Be sides the partnership and the company or corporation, there are a number of other forms of business association, of which some are developments or adaptations of the partnership or company, some are based on contract between the members or on a trust created for their benefit, and others are statutory creations. The first of these classes includes the cooperative society; the building society, home loan association, and its German equivalent, the Bausparkasse; the trustee savings bank, or people’s or cooperative bank; the friendly society, or mutual insurance association; and the American mutual fund investment company. The essential features of these associations are that they provide for the small or medium investor. Although they originated as contractual associations, they are now governed in most countries by special legislation and not by the law applicable to companies or corporations.

The establishment and management of cooperatives is treated in most countries under laws distinct from those governing other business associations. The cooperative is a legal entity but typically is owned and controlled by those who use it or work in it, though there may be various degrees of participation and profit sharing. The essential point is that the directors and managers are accountable ultimately to the enterprise members, not to the outside owners of capital. This form is rooted in a strong sense of social purpose; it was devised more than a century ago as an idealistic alternative to the conventional capitalist business association. It has been particularly associated with credit, retailing, agricultural marketing, and crafts.

The second class comprises the English unit trust and the European fonds d’investissements or Investmentfonds, which fulfill the same functions as American mutual funds; the Massachusetts business trust (now little used but providing a means of limiting the liability of participants in a business activity like the limited partnership); the foundation (fondation, Stiftung), a European organization that has social or charitable objects and often carries on a business whose profits are devoted to those objects; and, finally, the cartel, or trade association, which regulates the business activities of its individual members and is itself extensively regulated by antitrust and antimonopoly legislation.

The third class of associations, those wholly created by statute, comprises corporations formed to carry on nationalized business undertakings (such as the Bank of England and the German Federal Railways) or to coexist with other businesses in the same field (such as the Italian Istituto per la Ricostruzione Industriale) or to fulfill a particular governmental function (such as the Tennessee Valley Authority). Such statutory associations usually have no share capital, though they may raise loans from the public. They are regarded in European law as being creatures of public law, like departments and agencies of the government. In recent years, however, a hybrid between the state corporation and the privately owned corporation or company has appeared in the form of the mixed company or corporation (société mixte). In this kind of organization, part of the association’s share capital is held by the state or a state agency and part by private persons, this situation often resulting from a partial acquisition of the association’s shares by the state. In only France and Italy are there special rules governing such associations; in the United Kingdom and Germany they are subject to the ordinary rules of company law.