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Organization Structure
The three basic types of organizational structures
are proprietorships, partnerships, and corporations.
Proprietorship
A proprietorship (or self proprietorship
as it is also known) is the easiest type of organization to form.
It is formed by an individual who runs the company without any separation
of his or her personal wealth and that of the firm. An additional
advantage (although it can be disadvantageous depending on tax rates) is
that the money the firm makes flows through to the individual's tax return.
This allows the individual to avoid the concept of double taxation.
Finally, an advantage of this (however slight) would be that the customers
know the proprietor is personally liable which may mean the proprietor
would work harder and have a better quality product.
Disadvantages of this sort of structure are numerous:
-
it is difficult to raise the money necessary to grow
the firm
-
the owner cannot easily "cash-out"
-
income flows through the individual's taxes (which
may be an advantage or disadvantage)
-
there is a personal liability for any of the debts
of the firm. Thus, if the business were to fail, or if it were to
get sued, the proprietor could be personally liable and would have to put
more money into the business.
Partnership
A partnership is in many ways a group of people forming a proprietorship.
The advantage is still that they are easy to form. A partnership
is only good for the life of the partners. If one dies, or decides
to leave the partnership, a new partnership must be formed.
There are two types of partnerships:
-
General Partnerships-all partners are equally responsible for the firm's
liabilities.
-
Limited Partnerships-allow limited partners to invest in the firm without
the personal liability so long as they do not actively manage the firm.
There still must be a general partner who is personally liable.
Corporations
The corporation is generally the organizational structure of
choice for large firms. the reasons are numerous. A corporation
is recognized in the United States as a legal entity. This allows
for the corporation, and not its investors, to be liable for liabilities.
This limited liability allows firms to raise money much easier since the
most a shareholder can lose is the amount invested.
Moreover the shares of a corporation are generally transferable.
This allows shareholders to more easily sell their shares.
As legal entities, corporations are taxed. This can be a problem
as if the investor wants to receive a dividend, the company must pays the
dividend with money that has already been taxed. When the investor
receives the dividend, (s)he too must pay taxes on it. Hence the
concept of double taxation.
Because of the ease of transferring shares and the limited liability,
almost all large businesses are corporations.
Exceptions:
As with anything, we do have some exceptions.
S-Corps are corporations that pass through the earnings to their
investors. The investor must then pay the tax. This gets around
double taxation while maintaining the limited liability benefits of a corporation.
Only firms with fewer than 35 shareholders can qualify under the IRS's
rulings as an S-Corp. (Note that as a result of S-Corps, many now
use C-Corp to distinguish a normal corporation. that does not pass
through its earnings.)
Limited Liability Companies (LLC) are in some ways the best of
both worlds. They allow for limited liability but also allow the
tax benefits of the S-Corp without the restrictive qualifications of the
S-Corp. These are relatively new and only allowed in certain states
Further they do not have the rich history of tax and civil law behind them
to set precedence.
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