Ownership Liability TaIation Sole Pruprieturships Dnly one owner No Distinction between the business and the owner Dwner is personally liable for any debts or obligations of the business Sole Proprietorships are not taxed. as the profits and losses are passed through to the sole proprietor General Partnership TWO Dl' I'I'IDIE' owners Any partner can be sued for businesses debts as partners agree to unlimited liability. General Partnerships are not taxed as the profits and losses are passed through to the general partners Partnerships don't pay federal C Corp 5 Corp Any individual or business entity that owns stock in a C corporation [C corp] is a shareholder of that corporation. No limit as to how many shareholders there can be. Shareholders are owners. No more than 100 shareholders. Clwners of an S corporation have limited liability protection. Shareholders are generally protected from liability C Corp's are talked on its earnings at the corporate level and the S Corp's are not taxed as the shareholders have a further tax on profits and losses are passed any diuidends distributed through to the shareholders Double taiiation 15.3 percent on the First $111000. 2.8 percent on the LLC Dwners referred to as "members". A member of an LLC is anyone who contributes capital to the business. from the company's debts and the maiority of lawsuits. Creditors and litigators must pursue the assets of the company rather than the LLC's are not taxed [unless chosen to be taxed]. as the profits and losses are passed through to the members income tax neiit $03000 after $11?.000. 21% and 3.8 percent on Income ouer $200000 Bylaws . Articles of Incorporation Drganizational Board Dperating Agreement . General Partnership Stock Ledger Flesolutions Articles of Clrganization Required .. Agreement . . . . . DBA Filing .. . . Bylaws Articles of Incorporation [this form is used in Documents Local filings if partnership . . . . . holds real estate Clrganizational Boa-rd Flesolutions Stock Certificates _ .most states] . Stock Certificates Stock Ledger Certificate of Formation lFlS 3: State 5 Coproration election Management of Business The one owner makes all of business General Partners have equal management rights. unless The Board of Directors is in charge of general management. while officers The Board of Directors is in charge of general management. while officers are in charge of day- Agreement specifies how the company will be operated. To run the decisions. they agree otherwise. to-day operations are in charge of day-to-day business. one or more ' operations. members or managers 11.:- an 'nLnH The general partners often giue . Ca ital The sole proprietor money or services to the Shareholders often inwest sharse:i:?:;d::sa:fi::|tliloj:ybut ingbgrssg:::eg?:: ContriIIJIutions contributes whatever partnership and are entitled to common or preferred shares in the onl one t egof stock is LLC End share in rofits capital is required. a share of the partnership's firm. 9 5|P_ p revenues and losses. permitted. and losses. Sole proprietorships General Partnerships are not C corporations offer stock to S cor orations can onl issue An LLC cannot issue Stock are not designed designed to have shareholders. who. upon purchase. p y to have stockholders. stockholders. become owners of the corporation one class of SIDGk shares of stock