LEGAL AND TAX CONSIDERATIONS IN CHOOSING THE FORM OF BUSINESS UNDER U.S. LAWS

Under U.S. tax laws, there are generally four choices of entity for conducting a business: a regular, or "C", corporation, an S corporation, a Limited Liability Company or LLC, or a partnership/proprietorship (depending on if there is one person, or more). These different entities bring very different results in terms of ownership, legal liabilities of the owners, taxation, fringe benefits, and business governance. The potential owner must ask who will be the actual owner or owners. Also, the issue of liability for debts will be a key one. Successions planning issues, or transitions to new ownership, are often important, also. Another key issue is start-up capital and what potential lenders or investors are seeking. There are also key tax issue, such as tax free fringe benefits, and avoiding double taxation and keeping tax rates low. This article presents an overview and general explanation of the different types, then goes on to make a number of observations and provide advice on differing scenarios and to make observations on the considerations in choosing the proper entity.