Company Structures Explained: Types, Formation, and Advantages

A company is a legal entity distinct from its owners, created to conduct business. It has perpetual succession, can own property, sue/be sued, and contract in its own name.

Major Types (Common Law / US Focus)

TypeOwnershipLiabilityTaxationKey Features
Sole Proprietorship1 individualUnlimited personalPass-through (Schedule C)Simplest; no formal formation
General Partnership2+ partnersJoint & several unlimitedPass-through (Form 1065)Agreement governs; no entity shield
Limited Partnership (LP)General + Limited partnersGP: unlimited; LP: limited to investmentPass-throughLPs passive; GP manages
LLC (Limited Liability Company)Members (1+)Limited (charging order protection)Flexible: default pass-through; can elect C/S corpMost popular for SMBs; operating agreement governs
C CorporationShareholders (unlimited)LimitedEntity-level (21% federal) + dividend taxPublic offering capable; double taxation
S CorporationShareholders (≤100, US persons)LimitedPass-through (Form 1120-S)One class stock; eligibility restrictions
Professional Corp (PC) / PLLCLicensed professionalsLimited (except own malpractice)C or S electionRequired for doctors, lawyers, CPAs in many states
B Corp (Benefit Corporation)ShareholdersLimitedC or SLegal mandate for social/environmental goals + profit

Incorporation Benefits

  • Liability Shield: Personal assets protected from business debts (if formalities kept).
  • Capital Access: Equity issuance, debt financing, investor confidence.
  • Perpetuity: Survives owner death/departure.
  • Tax Planning: Fringe benefits, retained earnings, income splitting (C corp), QBI deduction (pass-through).
  • Credibility: "Inc." / "LLC" signals stability to vendors, clients, banks.

Choice depends on liability exposure, tax goals, funding needs, and exit strategy. Consult CPA + attorney.

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