Understanding Business Entities: Types & Legal Structures

An entity is an organization created by one or more individuals to carry out the functions of a business, and that maintains a separate legal existence for tax purposesAccounting For Income TaxesIncome taxes and their accounting is a key area of corporate finance. There are several objectives in accounting for income taxes and optimizing a company's valuation.. It can be created at the local or state level.

Entities refer to the structure of the business rather than what the business does. They can include sole entrepreneurs, corporationsCorporationA corporation is a legal entity created by individuals, stockholders, or shareholders, with the purpose of operating for profit. Corporations are allowed to enter into contracts, sue and be sued, own assets, remit federal and state taxes, and borrow money from financial institutions., partnerships, limited liability partnerships, or limited liability companiesLimited Liability Company (LLC)A limited liability company (LLC) is a business structure for private companies in the United States, one that combines aspects of partnerships and corp.

Economic Entity Assumption

The economic entity assumption is an accounting principle that separates the transactions carried out by the business from its owner. It can also refer to the separation between various divisions in a company. Each unit maintains its own accounting records specific to the business operations.

Many external stakeholdersStakeholderIn business, a stakeholder is any individual, group, or party that has an interest in an organization and the outcomes of its actions. Common examples use the records maintained by a business. Governments and investors use a company’s financial records to assess its performance. Hence, it is important that the transactions reflect the activities of the entity accurately.

According to the economic entity assumption, a person evaluating a company’s records assumes all the transactions pertaining to the business are being reviewed. A sole proprietor should keep their business transactions separate from their own personal transactions. The assumption is also applicable to businesses with different types of activities.

For example, if a company runs two business divisions – one is a hotel chain and the other is a restaurant chain – separate accounts need to be maintained for each division. The expenses of one line of business cannot be combined with the other. Maintaining separate records will help the company know the true value of each business line.

What is Limited Liability?

Limited liability creates a distinction between a business and its shareholders. Similar to the economic entity principle, limited liability separates business finances from the personal finances of its owners. However, the two concepts differ in a few ways. First, the economic entity principle applies to all business entities, regardless of their structure, while limited liability only applies to certain business structures (such as a limited liability company).

Second, while economic entity is a principle of accounting, limited liability is a form of legal protection. The economic entity principle separates the financial transactions of a company and its owners, but limited liability is a legal stance that prevents the owner from being held liable for the company’s debts and losses.

Types of Business Entities

1. Sole Proprietorships

A sole proprietorshipSole ProprietorshipA sole proprietorship (also known as individual entrepreneurship, sole trader, or proprietorship) is a type of an unincorporated entity that is owned only is a business that is run by an individual for his/her own benefit. It is the most basic form of a business organization. Proprietorships are not separated from their owners. The liabilities of the business are part of the personal liabilities of its owners, and the business is terminated in the event of the owner’s death.

Although a sole proprietorship is not a separate legal entity from its owner, it is still a separate entity for accounting purposes. For an individual trader operating as a sole proprietorship, for example, it is easy to start such a company with minimum legal restrictions, but the business proprietor has potentially unlimited liability in regard to their business. They are personally liable in full for all of the business’ financial obligations.

2. Partnerships

A general partnership is an agreement between two or more people who join together to run a business. Each partner contributes capital in the form of labor, money, or skill, and profits and losses are shared. The partners are liable for the debts of the company.

In a limited partnership, the liability of each partner is limited to what they have invested in the business. If a business goes bankrupt, they cannot lose their personal possessions, as is the case with unlimited liability. For a partnership, there are more resources and capital available, as compared to a sole proprietor, but there is often conflict in decision-making, and profits need to be shared.

3. Limited Liability Company (LLC)

Owners of a limited liability company (LLC) can take advantage of operational flexibility and income benefits, and they also have limited liability. LLCs are similar to a limited partnership; however, there are many legal and statutory differences with a limited liability company. An LLC provides its owners with significant flexibility in structuring the business.

In many places, an LLC has one owner only; they operate like a sole proprietor but have the advantage of limited liability. However, due to its high degree of flexibility, the creation of an LLC can be a rather lengthy and tedious process.

4. Corporation

A corporationCorporationA corporation is a legal entity created by individuals, stockholders, or shareholders, with the purpose of operating for profit. Corporations are allowed to enter into contracts, sue and be sued, own assets, remit federal and state taxes, and borrow money from financial institutions. is an entity that operates under state law is limited to the scope of activity delineated in its charter or articles of incorporation. Articles of incorporation must be filed with the state to form a corporation. The stakeholders have limited liability and employees of a corporation can enjoy tax-free benefits such as health insurance.

Investors in corporations are subject to what is commonly termed “double taxation”. The first tax is paid by the corporation on its profits, and the second tax is paid by stakeholders or stockholders on their income from the corporation’s profits, such as dividend payments. The benefits of a corporation include limited liability and perpetual life of the business, which means the company is set up to exist perpetually, beyond the death of its original owner(s). The drawbacks of a corporation include the high costs of setting up the business and the many complex government regulations that need to be followed.

Conclusion

Each business entity comes with its own advantages and drawbacks, such as limited liability and increased bureaucracy. When choosing a business entity, the tax regulations, liability, and management terms need to be taken into consideration to find out what works best for your particular business model.

Related Readings

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• Articles of IncorporationArticles of IncorporationArticles of Incorporation are a set of formal documents that establish the existence of a company in the United States and Canada. For a business to be
• Company BylawsCompany BylawsCompany bylaws are the rules that govern how a company is run and one of the first items to be established by the board of directors at the time a company is started. Such bylaws are created usually after the Articles of Incorporation are submitted
• Corporate StructureCorporate StructureCorporate structure refers to the organization of different departments or business units within a company. Depending on a company’s goals and the industry
• General PartnershipGeneral PartnershipA General Partnership (GP) is an agreement between partners to establish and run a business together. It is one of the most common legal entities to form a business. All partners in a general partnership are responsible for the business and are subject to unlimited liability for business debts.