Owning a small business can come with a lot of decisions, even before you make the first sale. One of the most common decisions is whether to form a Corporation or to operate as a Sole Proprietorship or Limited Liability Company (LLC).

A corporation might sound like a good idea to a small business owner because Corporations are their own separate entity. Meaning that the corporation stands alone so there is little to no risk of loss of the owner’s personal assets, unless they personally guarantee a business debt. Whereas this is not the case when you operate as a Sole Proprietorship- where the owner is at risk for ALL business related debts.

Forming a corporation might not be the best decision for a small business owner, but it might be the right decision for larger businesses. There are several reasons why this is so.

After a corporation is formed there are many rules and regulations that must be followed by the business. These rules and regulations might not sound bad at first but for a small business owner these rules might be a bit constricting. Also, there are forms that must be filed on an annual basis to maintain the corporation in “good standing” with the local Corporation Commission.

Other disadvantages are associated with how items are taxed within the Corporation. Sometimes corporations are subject to what is known as double taxation. This occurs when a Corporation pays a dividend to the shareholder, i.e.,owner. The Corporation does not get to treat the dividend as an expense, yet the shareholder treats the dividend as income. With a Sole Proprietorship or LLC any losses flow through to the business owner on their personal income tax returns. But with a Corporation those losses remain within the Corporation until the entity generates positive taxable income. For a small business owner this can be tough, because it could be a number of years before that business really turns a profit.

If at some point in the future you want to “go public” consult with your CPA or attorney to determine if a Corporation is the right decision today. Sometimes it might make sense to start as an LLC then convert to a Corporation when the timing is right. There may be tax consequences with this approach so you have to weigh the benefits of another entity type, such as an LLC, with the limitations of a Corporation.