Starting a Business: What is the Best Structure?

By Mat Deakin

So you've got a great business idea. You have finished your business plan, finalized your marketing initiatives, and determined your product pricing. But what about your business structure? This is often one of the most overlooked items when forming a business.

One popular choice is the sole proprietorship. This is an unincorporated business that is owned by just one individual. It is an easy business structure to start and maintain. The business itself has no existence apart from the owner. The owner has the business risk for all assets owned. The income and expenses are included on Schedule C of your individual tax return.

Corporations are a more sophisticated entity. The shareholders of the corporation may contribute money, equipment or other property and will receive stock in the entity in return. Corporations are subject to double taxation which is not an advantage for many business owners.

S Corporations have become increasingly popular in recent years. Eligible domestic corporations are able to avoid double taxation by making an election to be taxed as an S corporation. In most situations, an S corporation is exempt from federal taxes other than a tax on certain capital gains and other passive income.

Many entities are structured as partnerships because the entity is owned by two or more individuals. A partnership must file an annual tax return (Form 1065) that will report the income, expenses and other transactions of the entity. The net income from the partnership flows through to the individual partners and is taxed at the partnership level.

Limited liability companies are becoming increasingly popular because they are relatively easy to form and often do not have the reporting requirements of corporations. LLCs are entity structures that are formed under state law. The LLC structure provides limited liability to the members and also provides some flexibility as to how the entity is classified for tax purposes.

Determining the proper business structure is often not an easy decision. There are significant tax and legal implications associated with each entity, so make sure that you discuss the issue with a qualified CPA and attorney. Starting a business is very exciting but don't make the same mistake that many business owners make. Establishing the proper entity up front will save you many headaches down the road.

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