What Is the Difference Between a Sole Proprietorship & a Limited Liability Company?

by Carrie Ferland

    Starting your own business is an exciting, challenging adventure, but certainly not without its difficulties. Even deciding what type of organization to register as can cause confusion, and making the wrong choice can be costly -- something a new business can rarely afford. Before you formally file your business as a new entity, consider your company’s needs, budget and the personal risks you could face if the initial execution doesn’t go as smoothly as you plan.

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    Limited Liability Companies

    A limited liability company, often referred to as an “LLC,” is a formal for-profit entity comprised of one or more individuals. LLCs are separate from the individuals who own the organization and not considered a part of the owners’ personal assets. LLCs often start as a sole proprietorship, but as the business grows, the need for a more formal designation and legal protection becomes more apparent. For this reason, LLCs are most appropriate for larger individually- or multi-owned businesses that already have an established presence in the marketplace.

    Sole Proprietorships

    A sole proprietorship -- or simply proprietorship -- is a “self-owned” for-profit entity owned and operated by one person, called a proprietor. Sole proprietorships are a legal extension of a single person, often a natural step up from working as a contractor or “freelancer.” In fact, most states consider any individual doing business as another name other than his own to be a sole proprietorship, even if he never formally established himself as such. A sole proprietorship is a good choice for an individual who wants to own and operate his own business, especially if he has limited initial funding. The proprietor can also re-file as an LLC in the future as his business needs evolve.

    Advantages of a Limited Liability Company

    Perhaps the most desired benefit is protection from personal liability -- your personal assets are not at risk when someone files a claim against your company. LLCs also enjoy various credits and other tax benefits not available to sole proprietors, provided there is at least one other individual operating or employed by the organization other than you.

    Advantages of a Sole Proprietorship

    Registering a new sole proprietorship is usually free, allowing any individual to establish her own business in a cost-efficient manner. Sole proprietors can apply for a free federal tax identification number, which they can use to establish a separate bank account for business expenses and tax purposes.

    Disadvantages of a Limited Liability Company

    To form an LLC, you must register your company with the state, which can be a costly up-front expense for a new business. In addition, the Internal Revenue Service does not recognize the existence of LLCs, which means you could have to claim the LLC’s revenue as your own income in addition to filing a tax return for the organization, which can get very confusing and very expensive.

    Disadvantages of a Sole Proprietorship

    One major drawback to a sole proprietorship is liability: while an LLC offers protection against personal liability, a sole proprietorship does not. If someone brings a claim against your company, your personal assets -- including your family home -- are at stake. Income taxes are also a little more involved for sole proprietors, and unless you removed your anticipated state and federal income taxes on a monthly or quarterly basis, you may end up with a substantial tax liability at the end of your fiscal year.

    About the Author

    Carrie Ferland is a practicing civil litigation defense attorney in the Philadelphia Area. As an author, her work has been featured in various legal publications for over 10 years. Ferland is a 2000 graduate of Pennsylvania State University and completed her Juris Doctorate and Master of Business Administration with the Dickinson School of Law. She is currently pursuing a Doctor of Philosophy in English.