Read this BEFORE you incorporate!
When
entrepreneurs get an idea they often go full steam ahead with a no
matter what attitude. This is their nature but this approach
sometimes becomes detrimental to the long-term stability and
operational efficiency of the business. Following these simple
suggestions could save a lot of time and money from the get-go. Time
and money seem to be two resources that entrepreneurs can ill
afforded to waste so I highly recommend giving these suggestions
some serious consideration.
-
Don't incorporate or
form an LLC right away.
I cant tell you how many
times I've been hired by a new client who had already formed an entity which
turned out to be the wrong choice. The type and
legal structure of an business once a business is formed it is
often hard and expensive to change. How would you know if the
best legal entity is Sole Proprietor, care, “5”, corp, LLC.
Partnership, limited partnership etc. Most of the time the
entrepreneur takes a CRAP shoot and either incorporates or sets
up an LLC, not knowing and/or understanding the potential
ratifications
Consult a CPA before you
set anything up.
Many times you might want
to simply operate as a sale proprietorship to see if you really
have a viable business. If you don't you saved the cost of
setting up an entity you have no use for. You will also save
yourself the headache of continuous junk mail and government
correspondence as well as the ongoing fees and the cost to
dissolve the entity.
Make sure you have a
viable business.
Even some
of the best ideas don't turn out to be good business models.
Just because you may fill a certain need does not automatically
qualify it as a business. To be a viable business there has to
be a profit potential, otherwise it may turn out to be a
"hobby".
If you do have a viable business these are some
of your options along with a few pros and
cons:
|
Entity
type |
Some
Pros
|
Some
Cons |
|
Sole Proprietor |
Simple to organize & operate |
No legal insulation
Limited tax
planning options
High tax audit risk
|
|
Corporation |
Insulation from personal legal
liability*
Flexible ownership options
|
Double taxation
Must document board of directors and
shareholder meetings
|
|
“S” COPP |
No double taxation
Insulation from personal legal liability*
|
Restrictions on type of
shareholders allowed
Limit on the number
of shareholders allowed
Must document board of
directors and shareholder meetings
Profit distributions must be in proportion to
ownership percentages |
|
LLC |
Insulation from
personal legal liability*
Ability to set
flexible partnership agreement
Can elect to be taxed as a corporation or
S corporation
|
Cost more to set up than an a traditional corp.
Single owner LLC automatically becomes a “sole
proprietor for tax purposes.
|
|
LLP |
Insulation from
personal legal liability*
Flexible income, loss and ownership agreements
allowed |
All profits are subject to self employment tax
(Social Security and Medicare tax) |
|
Partnership |
Easy to form
No set up or annual fees
Flexible income, loss and ownership agreements
allowed |
No personal legal
insulation
All profits are subject to self employment
tax (Social Security and Medicare
tax) |
*You must
maintain the corporation as a separate legal entity meaning that
there has to be a board of directors, meetings and decisions need
to be documented, etc. A good business attorney should be
consulted with respect to maintaining your corporate identity,
shareholder and partnership assessments, etc.
|