Sole General Limited Limited Limited Liability Limited Liability C-Corp S-Corp
Proprieto Partnership Liability Partnership Limited Partnership Company (LLC)* Standard “sub-chapter
rship (GP) Partnership (LP) (LLLP) Huss’s favorite Corporat “S” of
(LLP) ion Internal Rev.
Code
Do Association General One general Very New! (not File with secretary of S-Corp can only have 75
anything of 2 or partnership partner (liable many states have state—articles of shareholders. It is
you want more who has filed a for adopted it yet) organization and established under
to do. persons; no form—some partnership Allows LP to articles or operating Chapter “S” of the
All of the written liability debts) and protect the general agreement—tells how Internal Revenue Code.
income is agreement protection for limited partner and file members how entity is S-Corp has pass-through
yours. required; partners. Must partner(s) certificate—same run (called a “limited taxation (only taxed
no filing refile every who cannot protection under liability agreement” in once)—kind of like a
required. year or else it manage, but LLP for general Del). All issues of partnership, but a little
Partners are reverts back to are protected partner under LP. partnership and different.
jointly and a GP. from liability. corporation (can have
severally flexibility of
liable for partnership and the Both C- and S-Corps file
the debts of protection of a articles of incorporation
the corporation). and pass by-laws—rules
partnership. relating to how corp. will
be run (meetings,
officers, etc.)
There are two ways that entities can be taxed:
1) double taxation: like a standard C-corp which is taxed at the corporate level on the profit (sales-expenses=profit) and when
they give dividends to shareholders the money is taxed as income.
2) Pass-through taxation: only taxed when given to the shareholders. Like partnership taxation—any income that comes into the
partnership passes straight through to the partners.
Small corporations that are family owned can get around double taxation by taking out salaries before the money is taxed by the
corporation.