In this guide
The two most common choices for a new company are the limited liability company (LLC) and the corporation. Both are separate from their owners in the eyes of the law, and both can limit the owners' personal responsibility for the company's debts, subject to the rules of each state.
Limited liability company
An LLC is usually the simpler option. It has members instead of shareholders, and it is run either by its members or by managers. Its rules are written in an operating agreement. Formalities such as annual meetings are generally lighter than for a corporation.
By default, the IRS treats an LLC with one member as part of its owner for income tax, and an LLC with several members as a partnership. An LLC can choose to be taxed differently. Which treatment fits depends on the owners and where they live.
Corporation
A corporation has shareholders, a board of directors and officers such as a president, secretary and treasurer. It follows more formal rules, including bylaws and records of decisions. A standard C corporation pays tax on its own profits, and shareholders may be taxed again on dividends they receive.
Investors often prefer corporations, because shares are easy to issue and different classes of shares are well understood. If you plan to raise money from investors, mention that to Fae and to an advisor.
Quick comparison
- Owners: members in an LLC, shareholders in a corporation.
- Formalities: lighter for an LLC, heavier for a corporation.
- Investment: corporations are the usual choice for venture funding.
- Taxes: depend on the entity, the owners and their country of residence.
Which one is right for you depends on your goals and your tax situation, which is a question for a licensed professional.
This is general information, not legal or tax advice.
General information, not legal or tax advice. If your case needs it, a licensed attorney or accountant can advise you. Read the disclaimer