Corporations and Limited Liability Companies(LLCs) (2024)

Corporations and limited liability companies (LLCs) are legal people. This means that you can sue, and enforce a judgment against, the business entity itself. You should not sue the owners, officers, or managers of the corporation or LLC as individuals, unless you have a personal claim against them that is separate from their role in the corporation or LLC. That's because in most situations, the real people who own or operate the corporation or LLC aren't themselves legally liable to pay the corporation's or LLC's debts (unless there was fraud or a personal guaranty). This concept is called personal limited liability and is a big reason many people choose to incorporate or form an LLC in the first place.

Be sure to list the full name of the corporation or LLC when you file suit (John's Liquors, Inc., a Corporation, or John's Liquors, LLC). Here again, the name on the door or on the stationery may not be the organization's real name, as corporations and LLCs sometimes use fictitious names. To be sure, check with the city or county business license office where the corporation or LLC is headquartered. Information is also usually available from either the secretary of state or the corporations commissioner's office for your state.

You may sue a corporation or LLC in your state if it does business there, even if its headquarters are in another state.

Corporations and Limited Liability Companies(LLCs) (2024)

FAQs

Corporations and Limited Liability Companies(LLCs)? ›

Differences Between LLCs and Corporations

What are the four types of business structures? ›

The most common forms of business are the sole proprietorship, partnership, corporation, and S corporation. A limited liability company (LLC) is a business structure allowed by state statute.

What is LLC Limited Liability Corporation? ›

A limited liability company (LLC) is a business structure that offers limited liability protection and pass-through taxation. As with corporations, the LLC legally exists as a separate entity from its owners. Therefore, owners cannot typically be held personally responsible for the LLC's debts and liabilities.

What is one main difference between an LLC and a corporation? ›

In general, the LLC statutes do not require management actions to be taken at meetings nor do they impose notice, quorum and voting requirements. In addition, every state corporation act requires a corporation to hold an annual shareholders' meeting. LLCs are not required by statute to hold an annual members' meeting.

What is the difference between a limited company and limited liability company? ›

In an LLC, there are no shares for the owners to buy, but in an LTD, every shareholder can purchase shares to own the business. The company determines the price of shares in an LTD, whereas in the LLC, they're determined by market forces. Opening LLCs is simple and flexible since they don't need much paperwork.

What is the difference between a corporation and an LLC? ›

The primary difference between an LLC and a corporation is that an LLC is owned by one or more members while a corporation is owned by shareholders. Both types of entities have the significant legal advantage of helping to protect assets from creditors and providing an extra layer of protection against legal liability.

What is the difference between an LLC and an S Corp for dummies? ›

LLCs can have an unlimited number of members; S corps can have no more than 100 shareholders (owners). Non-U.S. citizens/residents can be members of LLCs; S corps may not have non-U.S. citizens/residents as shareholders. S corporations cannot be owned by corporations, LLCs, partnerships or many trusts.

What is the biggest disadvantage of an LLC? ›

The Disadvantages of the LLC Business Structure
  • A major disadvantage of an LLC is that owners may pay more taxes. ...
  • It can be harder to attract investors with an LLC structure. ...
  • There tend to be high filing and renewal fees associated with forming and maintaining an LLC.

Is an LLC good or bad? ›

The Bottom Line. LLCs are a good combination of protection with flexibility and tax benefits. It provides an array of taxation alternatives while shielding individual members from personal liability.

Is Ltd better than LLC? ›

LLC, there are minor differences, but they are largely the same. LLCs and Ltds are governed under state law, but the primary difference is Ltds pay taxes while LLCs do not. The abbreviation “Ltd” means limited and is most commonly seen within the European Union and affords owners the same protections as an LLC.

What happens if you start an LLC and do nothing? ›

All corporations are required to file a corporate tax return, even if they do not have any income. If an LLC has elected to be treated as a corporation for tax purposes, it must file a federal income tax return even if the LLC did not engage in any business during the year.

Why would someone use an LLC instead of as corporation? ›

You may prefer an LLC if you: want a high degree of management flexibility in running your company. want to allocate profits and losses based upon criteria other than ownership percentage. prefer to avoid the state-mandated requirements imposed on corporations, such as annual meetings.

Why is as corp better than LLC? ›

Under the default LLC taxation, you'll pay self-employment taxes on your full $100,000 of profit. But if your business is taxed as an S-corp, you'll only pay payroll taxes on your reasonable salary of $70,000. The other $30,000 will still be subject to income tax, but not Medicare or Social Security taxes.

Why don't LLC pay taxes? ›

How do LLC taxes work? An LLC is typically treated as a pass-through entity for federal income tax purposes. This means that the LLC itself doesn't pay taxes on business income. Instead, the LLC owners, known as members, pay taxes on their share of the LLC's profits.

What is an LLC for dummies? ›

A limited liability company is a type of business entity that combines the legal protections of a corporation with the flexibility and taxation advantages of a sole proprietorship or partnership.

What happens in a limited liability company? ›

A limited liability company (LLC) is a business entity that prevents individuals from being liable for the company's financial losses and debt liabilities. In the event of legal action or business failure, liability is assumed by the company rather than its constituent partners or shareholders.

What are the 4 main types of structures? ›

The four basic types of structures are: - Trusses Cables and Arches Frames Surface Structures 9 Page 3 1.2. 1 TRUSSES • Trusses consist of slender members, arranged in a triangular pattern. Planar trusses are composed of members that lie in the same plane.

What are the four 4 types of business? ›

There are different types of businesses to choose from when forming a company, each with its own legal structure and rules. Typically, there are four main types of businesses: Sole Proprietorships, Partnerships, Limited Liability Companies (LLC), and Corporations.

What are the four 4 types of organizational structures? ›

Types of organizational structures include functional, divisional, flatarchy, and matrix structures. Senior leaders should consider a variety of factors including the business's goals, industry, and culture before deciding which type of organization is best for their businesses.

What are the 4 main types of business organizations and explain each? ›

The 4 Major Business Organization Forms
  • Sole Proprietorship. A sole proprietorship is the most simple and common type of business organization. ...
  • Partnership. A partnership is a business organization owned by two or more individuals. ...
  • Corporation. ...
  • Limited Liability Company (LLC)
Jul 16, 2022

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