which type of attorney specialize in business structure llc sole proprietor partnership etc

by Johnpaul Tromp I 9 min read

What is the best legal structure for a small business?

A limited liability company (LLC) is a way to organize a business that limits the liability for the owners, who are called the members. It’s flexible and scalable, as you are taxed more like an individual person than a corporation, but it can shield you from the personal liability associated with a sole proprietorship.

What is an LLC in business?

The three basic structures are Sole Proprietorship, Partnership or a Corporation. A fourth choice that is an excellent fit as to the way we as Landscape Professionals carry on business would be a Limited Liability Company (LLC). For accounting purposes an LLC can be set up like either of the first three and taxed accordingly.

What is the difference between a sole proprietorship and a partnership?

Jan 05, 2016 · LLC What it is: A Limited Liability Corporation (sometimes called a Limited Liability Company) is a business structure that can be formed by an individual or multiple people. Unlike a sole proprietorship, an LLC differentiates between the individual and the business, offering personal protection from business liabilities.

What is the best business structure for landscape professionals?

7031 Koll Center Pkwy, Pleasanton, CA 94566. master:2022-03-21_13-03-58. Bankruptcy solves many problems facing struggling businesses. However, since not all bankruptcies are right for all businesses, a bankruptcy outcome depends upon whether the business is a sole proprietorship, a partnership, or a corporation/limited liability company (LLC), and understanding these …

What is LLC in business?

A limited liability company (LLC) is a way to organize a business that limits the liability for the owners, who are called the members. It’s flexible and scalable, as you are taxed more like an individual person than a corporation, but it can shield you from the personal liability associated with a sole proprietorship.

Who is Bob Adams?

About Bob Adams. Bob Adams is a Harvard MBA serial entrepreneur. He has started over a dozen businesses including one that he launched with $1500 and sold for $40 million. He has written 17 books and created 52 online courses for entrepreneurs.

Do S corporations have more restrictions than C corporations?

Also, S corporations face more restrictions than C corporations regarding the number of shareholders and what kinds of organizations beyond individuals may be shareholders. Hence, start-ups that plan on raising money from venture capital firms for example, should not elect “S” status.

Is there a legal distinction between a business and an owner?

For this option, there is no legal distinction between the business and the owner. Lastly, a partnership is a joining of individuals in which the partners share profits or losses; risks and rewards are generally shared proportionately to ownership.

Can you sue a company for quality work?

Yes, in these kind of businesses you often have clients who complain about the quality of the work, and some even threaten to sue. But, as long as you’re doing quality work, fulfilling your contractual obligations, and keeping solid documentation, your chances of actually losing a significant claim in court are minimal.

Can a partnership be held personally liable for debt?

However, if the partnership runs debts that the partnership can’t pay for and that one partner either can’t or won’t share in paying, then the remaining partner or partners may be held personally liable for 100% of the debt of the partnership.

Is a corporation a limited liability company?

A corporation is a more formal structure than a limited liability company, as the owners of a corporation are called shareholders and are formally issued shares of stock in the corporation. Corporations that are “C” corporations are fully taxable entities themselves.

What is an LLC?

LIMITED LIABILITY COMPANY (LLC) A limited liability company (LLC) is a flexible entity structure that can combine the concepts of sole proprietorships ( if there is one owner), partnerships and /or corporate structures . It is a legal entity that provides limited liability to its owners and is organized under state laws.

What is the primary characteristic of an LLC?

The primary characteristic an LLC shares with a corporation is limited liability, and the primary characteristic it shares with a partnership and proprietorship is the availability of pass-through income taxation. It is often more flexible than a corporation and it is well-suited for companies with a single owner.

What is a corporation?

A corporation is an association of individuals with a separate legal existence. The corporation is recognized by law as being a distinct legal entity apart from the individuals who own it. Think of a corporation as a separate person that can enter into agreements, sue, be sued, and has an unlimited life as opposed to a sole proprietorship or partnership which may have limited life by agreement or by the lives of their owners.

What is a partnership agreement?

A partnership exists when two or more people join together to carry on a trade or business. Each person contributes money, property, labor or skill, and expects to share in the profits and losses of the business. Although a partnership agreement is not a legal requirement, written articles of partnership are suggested in order to avoid disputes as ...

What is the choice of business organization?

Choice of business organization should be one of the landscape professional’s earliest business decisions. However, once an owner or ownership group starts operating his or her business many factors that were previously not considered may come to light.

Why do we need articles of partnership?

Although a partnership agreement is not a legal requirement, written articles of partnership are suggested in order to avoid disputes as the firm grows. The agreement should define each partner’s contributions in terms of, money, assets and management.

Is LLC a pass through entity?

Sole proprietorships, partnerships, LLCs and S corporations are pass-through entities for federal income tax purposes. This means these entities are not subject to income tax. While these entities do need to complete tax returns or forms, they are informational only and flow thru to the owner’s personal tax returns and the owners are directly taxed individually on the income, taking into account their share of the profits and losses. This avoids double taxation. Caveat: If an LLC makes an election to be treated as a corporation for tax purposes, than taxes may be due at the entity level.

What is a sole proprietorship?

The Sole Proprietor. As a sole proprietor, you and your business are one-in-the same, which, in a nutshell, means that you are responsible for all of the business debts. Because of this, both your personal and business finances are part of the bankruptcy and you must include all your assets and debts -- both personal and business – when you file. ...

Can a bankruptcy trustee come after a partner?

Since partners remain liable – meaning debts don't go away unless paid -- the bankruptcy trustee can (and will) come after the personal assets of the partners for the purpose of paying creditors.

Is bankruptcy right for all businesses?

However, since not all bankruptcies are right for all businesses, a bankruptcy outcome depends upon whether the business is a sole proprietorship, a partnership, or a corporation/limited liability company (LLC), and understanding these differences is key to achieving the result you're looking for. (For an overview of each of these types ...

Can a business file for bankruptcy if it is a Chapter 7?

Many people are surprised to learn that a Chapter 7 bankruptcy doesn't discharge business debt. It simply allows the trustee to sell business assets and pay off creditors. Since partners remain liable – meaning debts don't go away unless paid -- the bankruptcy trustee can (and will) come after the personal assets of the partners for the purpose of paying creditors. A way around this may be for the individual partners to file Chapter 7, but this isn't always feasible.

What is LLC liability?

The members have limited personal liability for the business’ debts, losses, and liabilities. The operational authority may be vested in either the members or the managers (similar to the directors of a corporation). LLC’s are taxed as a pass through entity with attributes similar to a partnership or a sole proprietorship ...

How are limited partnerships formed?

Limited partnerships are formed after filing the required paperwork with the state. A limited partnership is similar to a general partnership, however, at least one owner (the general partner) is subject to unlimited personal liability and must perform the day-to-day management of the business, while the other owners (the limited partners) are subject to less liability and are more passive in their day-to-day management of the business. Generally, a limited partnership will have a written partnership agreement to memorialize the economic and governance rights amongst all of the partners. Similar to a general partnership, a limited partnership enjoys similar pass through taxation treatment of its losses, gains, and other tax attributes.

How long does it take for a S corp to become a pass through entity?

A corporation must elect to become an s-corporation by filing Form 2553 with the Internal Revenue Service within 75 days of the corporation’s formation date .

What is a corporation?

A corporation is considered a legal person and a corporation is responsible for all of its actions, debts and taxes. A corporation is owned by its stockholders and is governed by one or more directors that appoint officers to assist with the day-to-day management of the business.

What is a general partnership?

A general partnership is formed when a business has two or more owners. The owners (also known as “partners”) are both jointly and severally liable for the business’ debts, losses, and liabilities including for actions of the other owner. Each owner has the authority to bind the partnership by his or her actions unless such authority is altered by ...

Is LLC a corporation?

LLC’s are taxed as a pass through entity with attributes similar to a partnership or a sole proprietorship (if there is only one member of the LLC). However, LLC members may also elect to treat their LLC like a corporation for tax filing purposes by filing the proper tax forms pursuant to the “check the box” rules.

When is Tucker Aviator 2020?

Articles, News, Tucker Aviator January 6, 2020. Whether you, and your business associates, are forming a local coffee shop or the next big Silicon Valley tech company, most entrepreneurs will have to decide on the type of operating entity that they will use for their business venture.

What is LLC in business?

A limited liability company (LLC) is a business whose members are protected from personal liability for the acts and debts of the company in the same way as a corporation, but can opt to be taxed as a partnership. For limited liability companies: Members must file organization papers with the state.

What is the most straight forward business structure?

1. Sole Proprietorship. A sole proprietorship is perhaps the most straight-forward option. It's a business structure where the business is owned and controlled by one person and that person is liable for any of the business' obligations. Some aspects of a sole proprietorship include:

What is a partnership?

Partnership. A partnership consists of two or more people who own and run the business. The partnership may be general or limited, and is generally governed by an agreement that sets forth the partners' responsibilities and obligations. Limited liability partnerships (LLP) may be an option depending on your state.

What are the benefits of a partnership?

The benefits of a partnership, says the SBA, include low formation costs, profits that flow through to the partners, and incentives for employees to become partners, while the downside includes joint and several liability, profit sharing, and disputes between partners over business decisions.

What is the type of structure available to you?

The type of structure available to you will depend on the laws of your state, and of course, you must conform to any applicable rules of professional responsibility. It's therefore important to research the applicable laws and ethical rules before making your final decision. You may also want to consult with an accountant or another attorney to fully understand the implications for your firm.

Do you have to file a tax return for sole proprietorship?

Some aspects of a sole proprietorship include: You don't have to file any forms with the state, though you still need to obtain any required licenses and permits. Owners are personally liable for any debts incurred by the business. Income from the business is reported on your personal income tax return.

What is a sole proprietorship?

When individuals run a completely unincorporated business by themselves, the business is referred to as a sole proprietorship. Some individuals may choose to run a sole proprietorship because it is the easiest option, as it requires no formal action to form.

What is LLC in business?

LLC, which is short for Limited Liability Company, is a business entity that limits its members’ personal liability. For example, if the LLC is struck with a lawsuit or debt, its owners do not have to use out-of-pocket funds to pay any settlements.

What is the difference between a limited partnership and an LLC?

Arguably, the key difference between a partnership vs. LLC is that members are equally liable for debts and losses made through the business.

What is partnership in business?

A partnership is an arrangement where parties, otherwise known as partners, agree to go into business together. While an LLC can be formed by just one entrepreneur, a partnership must be formed by more than one co-owner.

What is a limited partnership?

Limited Partnerships: A limited partnership (LP) is when two or more people own the business but split into two branches of partners, general and limited. As a general partner, you own and operate the business with personal liability. As a limited partner, you invest your money, resources, or properties in the business.

What is a partnership?

It is important to note that “partnership” is a broad term that encapsulates several different business types. Here is a brief overview of the different partnership variations: General Partnerships: A general partnership is when two or more people own and operate a business together.

Can an LLC be a member?

No Member Limit: Whereas partnerships limit the number of individuals under a particular business entity, LLCs do not. Likewise, most states don’t restrict ownership, which means individuals, corporations, other LLCs, and foreign entities are often permitted to join an LLC as a member.