4 Types of Business Entities and Their Tax Implications
Choosing the right business entity for your business is an important consideration. The business entity you choose can determine many things, including how your business operates and the legal protections you have. Another key consideration when choosing your business entity is taxes.
Each of the business entities has different tax mechanisms and implications. In order to choose wisely, it’s important to have the right information about the tax policy that your business will fall under.
Here is a closer look at four common business entity types and their tax rules.
What Is a Business Entity?
A business entity or business structure is the legal framework for your business. It’s an important factor for entrepreneurs launching a business.
While the business entities do not have a major impact on your day-to-day business operations, it can greatly shape how ownership is defined, the legal liability implications of ownership and tax management.
Determining a business entity type is important. It allows you to register the business, if applicable in your state, open a business banking account, apply for financing, hire employees and enter into contracts.
Sole Proprietorship
A sole proprietorship is the simplest business entity type. It involves a single individual starting a business that is unincorporated. The business may hire employees but is typically managed by the proprietors themselves.
Essentially, the sole proprietorship entity type makes no distinction between the owner and the business. The sole proprietor is entitled to any corporate profits generated by the business but also must pay self-employment tax on these earnings.
However, the owner is also responsible for any debts, liabilities and business losses. In lawsuits, creditors and claimants can come after the owner’s personal property, such as houses, cars, savings, and other assets.
From a tax standpoint, a sole proprietorship keeps it simple. The sole proprietor reports all their business income and losses on their personal tax return and must pay self-employment taxes. There are no additional taxes levied at the federal or state level.
Money that you earn is all taxable, whether or not it’s in your personal or business bank account. It’s also smart to make quarterly tax payments.
As a business owner, sole proprietors are able to deduct expenses from their business on Schedule C. Those costs include:
- Business-related travel
- Operating expenses
- Payments to independent contractors
- Ads
- Fees
- Legal and professional services
- Insurance payments
- Office Supplies
- Repairs and maintenance
Sole proprietors may also be responsible for paying self-employment taxes to Medicare and Social Security.
Partnerships
There are several types of partnership business entities you can select as your business entity. Each has its own traits and advantages. Partnerships: Corporations must adhere to more government oversight than other business structures, impacting how they conduct business and manage corporate profits, involving multiple owners sharing profits, losses, and personal liabilities for the business's debts. The most basic partnerships do not need to be registered with the state where you operate, but other partnership entities do.
The partnership is a pass-through entity, making it legally inseparable from its owners, who report income and pay self-employment tax on their share. Profits, losses, debts and liabilities all pass through to the owners’ personal income tax returns. They are less costly and easier to create than corporations.
Here are the four partnership types.
General Partnership
The general partnership is the most basic partnership type. Partners typically form the business by forming a partnership agreement. Typically, ownership and profits are split evenly, although different terms may be drawn up in the partnership agreement.
All partners have the power to enter into contracts that legally bind the business. Each partner is also personally liable for any debts or legal obligations issued against the business.
Limited Partnership
Limited partnerships have at least one general partner who is responsible for the business and one or more limited partners who provide financing for the business but do not have an active role in the day-to-day operations. The limited partners invest in the business for financial reasons and are not responsible for any debts or liabilities.
These silent partners can share in the business’ profits but may not incur any losses beyond their initial investment. If limited partners become active in the management of the business, they may lose their status as a limited partner and the related protections.
Limited Liability Partnership
A limited liability partnership (LLP) acts like a general partnership, but all partners are actively involved in managing the business. Partnerships, including limited liability partnerships, involve multiple owners sharing profits and personal liabilities.
Partners bear full responsibility for any debts or other liabilities but are not responsible for the mistakes of other partners. Some states do not allow LLPs or limit them to certain business types, such as physician practices, law firms or accounting firms.
Limited Liability Limited Partnership
This newer entity type is available in some states. It operates like a limited partnership with a general partner that runs the business. However, the general partner’s liability is also limited in the same way it is for limited partners. Because they are not approved in all states, the LLLP is not a good choice if your business operates in multiple states.
Tax Implications for Partnerships
Simple partnerships are treated like sole proprietorships, with the business income and expenses reflected on each partner’s individual tax return. If there are distributions of losses and revenue laid out in a partnership agreement, those proportional amounts are also reflected on personal tax returns.
The partnership itself will file information about its annual income, deductions, losses and gains but is not subject to a separate tax levy. Instead, the information is stored on the Schedule K-1 form that each partner will file with their personal return. The Schedule K-1 is similar to, but less detailed than, the Schedule C filed in a sole proprietorship. Cost information is filed with a partnership’s annual reporting on Form 1065.
Limited Liability Company
The limited liability company (LLC) business entity type is one of the most popular, with good reason. In an LLC, the business is easy to form and maintain, with less administration and paperwork required.
Owners are “members”, and the business can be operated by either members or a manager hired for that purpose. An LLC can be a single- or multi-member entity. To establish an LLC, some entrepreneurs opt to file the appropriate paperwork themselves. Many business owners, however, choose instead to use a registered agent service that handles the paperwork of filing and managing the official paperwork delivered by the state or a third party related to a lawsuit.
Many consider the LLC to be a hybrid business entity or “the best of both worlds” because it combines features of other business structures while providing personal liability protection. The owners can make elections that determine both how the business operates and how it is perceived legally.
Because the LLC is a separate legal entity, individual owners are not personally liable for any debts or legal judgements against the business.
From a tax perspective, an LLC has interesting characteristics. The LLC owners can choose the way in which the Internal Revenue Service (IRS) treats the business – as a corporation, partnership or disregarded entity, meaning the LLC is taxed on an owner’s individual return, much like in a sole proprietorship.
A single-member LLC can be treated as either a sole proprietorship or a corporation for tax purposes, providing flexibility in how you report income and pay taxes. A multi-member LLC can be treated as either a partnership or a corporation.
Corporations
Corporations are business entities that are formed as independent legal entities. There are two common corporation business types:
- C-corporation (C-corp). Independent of its founders, the C-corporation structure means founders are not liable as individuals. The C-corporation is bound by more government oversight than other business types. The corporation must have bylaws and a board that meets regularly. The C-corporation is a good option for founders who want to pass along the business to heirs.
- S-corporation (S-corp). An S-corporation provides founders with the same liability protections as a C-corp. However, growth can be limited as the S-corp is limited to 100 shareholders.
From a tax perspective, the corporation is a complex tax entity, often requiring a tax professional to navigate corporate taxes and ensure compliance. The corporation will file its own corporate tax return and be subject to corporate taxes at both the federal and state levels, separate from the owner's personal income tax returns. As an owner, you are not taxed on the corporation’s profits.
However, corporations are criticized for being subject to double taxation, where corporate profits are taxed at both the corporate tax return level and again on the owner's personal tax returns.
That’s because the C-corporation structure means owners are taxed on amounts the corporation pays you via dividends or salary. The corporation gets taxed, and then you are taxed. It’s a situation that often dissuades some small businesses from choosing this business entity type.
The S-corporation is different in that the taxes are factored in on the owners’ individual tax forms, like that of a sole proprietorship.
Choosing a Business Structure
The best business structure for your company depends on factors like long-term goals, ownership, hiring plans, and legal risk. Sole proprietorships suit very small businesses, while LLCs are ideal for companies not seeking outside investments due to their flexibility and lower maintenance costs.
For those anticipating investment rounds or aiming to become publicly traded, a C Corporation is best. Consulting with an attorney or tax expert is recommended to make the best choice for your needs and goals. Choosing the right business structure is crucial for the success and sustainability of your company. Sole proprietorships are the simplest legal structure, ideal for small operations and side hustles due to minimal regulations, but they involve unlimited liability for business debts.
Conclusion
Business entities are varied, diverse and unique. Choosing the right business structure for your business is a critical decision that impacts business taxes, personal liability, and operational flexibility. Factoring in the tax implications of business entities needs to be a key part of your decision-making process.
Limited Liability Companies (LLCs) offer personal liability protection and pass-through entity taxation, shielding personal assets from business liabilities. Corporations, both S Corps and C Corps, provide significant personal liability protection and tax benefits, with C Corporations suitable for those seeking outside investment and growth. Each entity has unique tax and legal implications, so consulting with legal and tax professionals is essential to find the best fit for your business goals.