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Sole Proprietorships

The vast majority of small businesses start out as sole proprietorships. These firms are owned by one person, usually the individual who has day-to-day responsibility for running the business. Sole proprietors own all the assets of the business and the profits generated by it. They also assume complete responsibility for any of its liabilities or debts. In the eyes of the law and the public, they are the business.

Legal Status 

A sole proprietorship is not a separate legal entity; the owner is the business.

Formation 

No legal formalities are necessary to create a sole proprietorship, other than appropriate licensing to conduct business and registration of a business name if it differs from that of the sole proprietor.

Life Span 

Because a sole proprietorship is not a separate legal entity, it terminates when the sole proprietor becomes disabled, retires or dies. As a result, a sole proprietorship lacks "business continuity" and does not have a "perpetual life."

Sale or Transfer of Ownership 

During his or her lifetime, a sole proprietor can sell or gift any asset because there is no legal distinction between the business and the sole proprietor. At the death of the sole proprietor, the business is usually dissolved. However, the proprietor's estate can sell the assets or continue to operate the business if the survivors have the necessary skills.

Management Responsibility 

Management control of the business is completely in the hands of the sole proprietor. There are no shareholders or board of directors to answer to.

Liability 

Because a sole proprietorship is not a separate legal entity, the sole proprietor is personally liable for all debts and other business liabilities. The sole proprietor's personal assets are fully exposed to these liabilities.

Tax Issues 

A sole proprietorship is not a separate taxable entity. Income and expenses from the business are reported on a Schedule C attached to the individual's Form 1040. Net income thereby carries over to the sole proprietor's personal tax return. Income and appreciation cannot be shifted to other family members by making them owners of the business.

Advantages 

Easy to form, operate and terminate; simple taxation—that is, net income/loss is carried over to proprietor's personal return; owner has absolute management and control of business.

Disadvantages 

Unlimited liability for business debts and other liabilities; lack of continuity—when owner is gone, so is the business; difficult to transfer to family or others; no income or appreciation shifting.


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