Entity Type
 
Advantages
Disadvantages
Sole
Proprietorship
 
  • Easiest to form
  • Owner Free to make decisions
  • Minimum Legal Restrictions
  • Owner receives all profits
 
  • Unlimited Liability
  • Limited ability to raise Capital
  • Skills limited to owner’s abilities
  • Income tax cannot be deferred
  • Entity dissolves when Sole Proprietor dies
  • Self-Employment Tax (S/E Tax)
Partnership  
  • Easy to organize
  • Combines skill and judgment
  • Each partner has a personal interest
 
  • Unlimited Liability for the partners
  • Authority for decision is divided
  • Income tax cannot be deferred
  • Entity dissolves when one Partner dies
  • Self-Employment Tax (S/E Tax)
Corporation  
  • Life of business is perpetual
  • Stockholders have limited liability
  • Easy transfer of ownership
  • Shared Management
  • Adaptable to small and large businesses
 
  • *Double taxation on Profits
  • More difficult to create and organize
  • Corporate charter restricts types business activities
  • Subject to state and federal controls
S-Corporation  
  • Double Taxation of earnings is avoided
  • Same limited liability as a C- Corp
  • Passthrough of profits is not subject SE tax
 
  • Fringe benefits restricted
  • Shareholders pay taxes on undistributed profits
  • Number of shareholders is limited to 75
  • Restrictions on who can be a Shareholder
Limited Liability Company  
  • Same Limited Liability as corporations
  • S-Corporation restrictions on numbers of owners does not apply
  • Can be owned by a corporation
 
  • Must have at least two owners
  • Earnings may be subject to SE tax
  • Income tax cannot be deferred
  • Life of LLC is Limited
Note: Fictitious names must be registered with the Secretary of State


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*This artilce is presented for information and educational purposes only and is not intended to constitute legal, tax or accounting advice. The article profices only a very general summary of complex rules. For advice on how these rules may apply to your specific situation, contact a professional advisor.

All Content Copyright ©2002 - CW Barsness, CPA

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