Small businesses are difficult to get started these days, and making a success of one harder still. Without a solid business plan, start up cash and good location you’re doomed to fail. However, one possible advantage is that you can be own boss.
Talking about your “business structure” means, essentially, what legal organization your enterprise is going to take. There are three general types, and details about what constitutes what may change from state to state, but in the main you will choose to be a sole proprietorship, a partnership or some form of corporation. There are pros and cons to each, which we shall investigate.
Kind of businesses
When starting a small business one must decide if they wish to incorporate, set up shop with a partner (or a few) or do business as a sole proprietor. Some of the advantages of sole ownership are that the accounting is simpler, there are fewer filing requirements, there are no corporate taxes and you answer only to yourself in terms of management authority. These are compelling advantages, and this structure works for many “professional service” businesses (architect, writer, insurance agent, etc.).
However, the disadvantages of sole ownership are serious and can affect your ability to grow in the future. You will find that it is often harder to raise capital, and financing can be difficult to obtain from banks. Also, as to sole ownership, you are liable for all debts incurred by the business and if sued you could lose your home and any other assets, whether or not they are legally “tied” to the business.
Partnership structures
Partnerships, often called “general partnerships,” add a few dimensions to the proprietor structure. Of major importance is that you can spread the liability among the partners, therefore dampening the blow of losses, lost lawsuits and/or dissolution of the business. The partnership structure also enables you to bring in additional expertise to the business, and can give you flexibility in remuneration for the partners.
Partnerships, since they are formed by individuals, are taxed in the same manner as sole proprietorships. This means that each partner adds his or her business income to a personal income tax return. Of course, each partner can also deduct business losses (pro rated). Depending on your tax planning and business strategy, this can be either good or bad for your goals. However, there are some disadvantages to a partnership, such as differing visions for the business, an unequal commitment in time or resources and the fact that each partner may be liable for the decisions, debts and actions of other partners.
There will certainly be disagreements over management style, growth plans, operations and future goals for the business. You must learn to deal with these without souring a working relationship. You may or may not do well going into business with family. Finally, you may encounter difficulty in attracting investors, since a partnership is much closer to being a proprietorship than a corporation.
The corporate option
If our fictional partners in the foregoing example decide to incorporate, they won’t have fewer people to answer to, but more. They will have shareholders or investors in the business, people who will help them get started but may also be there second-guessing from the sidelines. These individuals will provide the capital necessary to get the ball rolling, but if this is your situation, you must consider what ongoing role they will play.
With corporations the burden of any liability is not solely resting on the shoulders of one person as with a sole proprietorship, or even several, as with a partnership. You can limit your liability in other ways than incorporating, although that is a major benefit. In fact, there is one business structure called a Limited Liability Corporation, a partnership with the additional feature of corporate-style limited liability.
The IRS also recognizes what is called a “Subchapter S” corporation (or “S Corporation”), available as a structure for most companies with 75 or fewer shareholders. This form of organization allows the company some of the corporate benefits, particularly limited liability and financing options, while taxing it as a partnership.
A regular corporation, of course, is the ultimate form of legal organization for business today. However, it does take some expertise to set up and run, and is not appropriate for everyone. If you do not know how your own business would fare under another structure, you should speak with a knowledgeable business consultant, financial planner and/or attorney. It is not a decision you should make on a snap basis.
Bottom line
Whichever legal structure you decide on is almost at the level of a moot point if there is no business plan – and you can’t develop a plan unless you know what it is you are going to market, where and what your target market is, what your costs are and so forth. Do the research. You may have a great idea but if no one is interested in using your product then you have no business.
The final step before deciding on a legal structure is doing a business plan that extends out at least five years. You have to consider where you may be down the line, and be prepared to make quick moves in the future depending on changing market conditions and other factors. In today’s volatile economy, you must be more vigilant than ever, and no business decision is a simple or easy one anymore. Get some good advice from people and institutions you trust.
Lastly, be prepared to ask yourself some hard questions before embarking upon a new enterprise. If you cannot be brutally honest with yourself about your product, marketing, sales efforts and the rest, then you will doom yourself from the start. Be honest, be careful, be wise and always – always – have contingency plans ready for those “what if” moments that just might come true.
