Business Structure

Question 1

Business Structures

Answer 1

“Think of this as the conceptual part of entity taxation”

1) Sole Proprietorship
2) General Partnership
3) Joint Venture
4) Limited Liability Partnership (LLP)
5) Limited Partnership (LP)
6) Limited Liability Company (LLC)
7) C Corporation
8) S Corporation

Question 2

4 Steps to Business Structures

Answer 2

Step 1 Entity Formation
“Know which entities entitles require to be filled with the state”

Step 2 Entity Termination
“ Know how members can disassociate or how each entity can become dissolved”

Step 3 Non tax Related Features & Characteristics
“Know how entities are managed”

Step 4 Rights, Duties, Legal Obligations and Authority
“ Know who is liable”

Question 3

These don’t requiring filing with the state?

Answer 3

1. Sole Proprietorship
2. General Partnership
3. Joint Venture

Question 4

Limited Liability Partnership (LLP)

Must file statement of qualification with state.

Answer 4

Certificate of Limited Liability Partnership

1. Business Name
2. Address
3. The names and contact information for the partners
4. Registered agents contact information
5. Other administrative details

Question 5

Limited Liability Corporation (LLC):
LLC’s must file articles of organization with the state.

“ We want to limit our liability”

Answer 5

Articles of Organization with the State

1. LLC’s Name
2. The name and address of its registered agent
3. How it will be managed
4. The names of the LLC owners

Question 6

Corporation

Answer 6

Corporations must file articles of organization or corporation with state.

Taxed as Separate Entity

Promoters promotional work at the commencement of a company

Question 7

S Corporations

Answer 7

S Corporation must file articles of organization or corporation charter with state. They must then file an “S” Election

Pass through Entity

Question 8

Sole Propriteorship

Answer 8

Non Tax Features & Characteristics
“One Captain, One Ship”

Manages the business themselves

Question 9

Unless Specifically Stated: All partners will have equal rights to manage the partnership

Answer 9

1) General Partnerships
2) Joint Ventures
3) Limited Liability Partnerships

Question 10

Limited Partnership

Answer 10

Business entity has the following non-tax related characteristics

1. Certain owners have no management rights.
2. Death, Bankruptcy, or withdrawal of certain owners does not dissolve the entity
3. Formation of the entity requires public filing
4. Capitalization is by the resources of owners.