
Within the first few pages of the regional magazine, The Florida Surveyor, is a list of sustaining firms and at the end of each of their names one can see LLC, Inc., PA, PL, LC, LP, etc. These abbreviations confirm the type of corporation structure the business entity has undertaken. A professional may choose to incorporate to limit liability on personal assets held outside the business entity. Dependent on the form of corporation undertaken, income earned by the business can allow for certain provision within the tax code. Choosing the right business structure is dependent on creating the right recipe of government oversight with liability and tax treatment. In explaining some different business structures, comparisons will be detailed through each structure’s associated regulatory requirements, liability protections, and tax treatment. In determining a structure for a business enterprise there are three forms to consider: a sole proprietorship, a partnership, and a corporation [8].
A sole proprietorship is the simplest structure for a business to undertake. The owner becomes the business entity and as such is entitled to all of the profits, but the drawback is the owner accepts unlimited liability [8]. Income earned through the business is reported on the owner’s income tax return and the business owner is liable for debts and legal proceedings incurred by the business [9].
A business operating as a partnership shares many of the same attributes as a sole proprietorship with the exception of having two or more owners involved in the business. Each partner holds unlimited liability against their personal assets and files taxes on the income earned through the partnership on their respective income tax returns. The partnership is bound by agreement or contract and requires minimal state intervention.
To allow for liability protection against an owner’s personal assets, many states allow for limited partnerships (LP). In this structure only owners involved in management duties carry unlimited liability, owners whom act solely as investors are not personally liable [8]. Limited partnerships as well as LLP’s allow for pass through taxation where the owners of the business pay the taxes [8]. To form a LP or LLP the entity must register with the state and proceed with the governing formalities. MyFlorida.gov has the necessary information for creating and operating a business in Florida.
Limited Liability Companies (LLC) are a mix between partnerships and corporations. A LLC becomes a separate entity apart from the owners and allows for the taxing status of a partnership or corporation [8]. All partners hold limited liability and are given relative flexibility in managing their business. Articles of organization must be filed with the state along with a filing fee.
Corporations are taxable entities and the incomes earned by these businesses are subject to double taxation. Corporate losses do not outreach the amount invested by the shareholder. The formation of a board of directors is required to manage the business and filing fees apply. Company shares are easily transferable [9] but this style of business structure is highly regulated by the state.
To avoid double taxation S-Corporations allow for pass-through taxation. To qualify as an S-Corporation, shareholders must be citizens or residents of the United States [10] and limited to one-hundred or fewer [8]. S-Corporations are managed and carry the same liability protection as corporations and have much of the same government oversight as corporations.
In deciding on a particular business structure, create an entity that offers the desired taxation method and liability protection.

References:

As they appear within the text.
[1] Internal Revenue Service. 2008. Brief History of IRS. [online: http://www.irs.gov/irs/article/0,,id=149200,00.html ] Last accessed on Dec. 11, 2008
[2] FindLaw.com. 2008. U.S. Constitution: Sixteenth Amendment. [online: http://caselaw.lp.findlaw.com/data/constitution/amendment16/01.html#2 ] Last accessed on Dec. 11, 2008
[3] Boortz Neal, Linder John. “The FairTax book” HarperCollins Publishers Inc. 2005
[4] State of Florida Statute. Ch. 205 “Local business Taxes”. 2008
[5] State of Florida Statute. Ch. 192 “Taxation: General Provisions”. 2008
[6] United States of America House of Representatives. H.R.25 “FairTax Bill”
[7] Americans for Fair Taxation. 2008. FairTax.org. [ online: http://www.fairtax.org ] Last accessed on Dec. 11, 2008
[8] Miller Roger, Jentz Gaylord. “Fundamentals of Business Law” seventh edition. Thomson/South-Western. 2007
[9] ActiveFilings. 2008. Entity Comparison Table. [online: http://www.activefilings.com/en/information/entity_comparison.htm ] Last accessed on Dec. 11, 2008
[10] MoreBusiness.com. 2008. Different Types of Corporations: Advantages/ Disadvantages of Corporations. [online: http://www.morebusiness.com/getting_started/incorporating/d934832501.brc ] Last accessed on Dec. 11, 2008