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Brendan Tompkins [MVP]

Blog First. Ask Questions Later.

Starting a Company? Corporations versus Sole Proprietorships

Don XML just wrote a post titled Perfect Time to Start an IT Consulting Firm?:

On the surface, joining up with a couple of your friends that are well known bloggers and MVPs might seem the right thing to do, but here are some random things that I’ve learned over the years about the IT consulting business.

He goes on to mention a few great reasons to be wary of creating a consulting company.  Funny that he’s posting about this now, because just yesterday I spent the better part of the afternoon down at city hall registering a new business entity to handle my consulting and other odds and ends that I’m involved with at the moment. After doing a lot of research, I decided to create a Sole Proprietorship versus an LLC or S-Corp.  I made this decision for a variety of reasons.  Here’s a few of them.

Taxes Are Roughly The Same
If you intend to take all the "profit" in cash or draw from the company then there is not much tax advantage to an LLC or any corp.  I was a little confused by the “Self Employment Tax” you have to pay as a Sole Proprietorship, which is a whopping 15%.  When I looked into this however, it turns out that it’s the same Social Security and Medicare taxes you’d be paying as as a corporation.

LLCs Don’t Provide Much Liability Protection Anyway
An LLC MAY provide some protection,  but if you are the sole owner and make all the decisions, there might not be as much of a shield for your personal assets as you'd like.  Many suggest that if you’re worried about liability, that you instead invest in a good liability insurance policy.

Reporting Requirements are Easier with Sole Proprietorships
Everything I read said that reporting is much simpler with sole proprietorships.  In fact, since all taxes pass through to your personal tax return, all you need is TurboTax, and some easy way to keep track of expenses. You will have to make estimated quarterly tax payments, but TurboTax can help you with that.

Sole Proprietorships are Cheaper And Easier to Obtain
The cost of creating an LLC in some states can be up to $500 per year, and this doesn’t include any money you have to pay a lawyer or other company to prepare the paperwork.  With a sole proprietorship, all you need is a business license.  I obtained mine for about $75 and it took about 2 hours at city hall.

Do the Research and Talk With an Accountant
If you’re going to create your own business, my advice would be to do your own research.  You wouldn’t believe the crazy stuff that I’ve heard from all sorts of business owners as I’ve been talking to people. I’ve decided that no one really understands it fully, and that your best bet is to do the research yourself so that you can better understand the issues.  If you really want to make sure you understand all the issues, talk with an accountant.

If you’re setting up a business, good luck!

-Brendan



Comments

Sahil Malik said:

Fantastic post Brendan .. I agree with all of the above :). LLC == Way overrated.
# September 27, 2005 10:20 AM

Doogal said:

A whopping 15%? He he, come to Europe, see some real taxes
# September 27, 2005 10:27 AM

Brendan Tompkins said:

Doogal,

That's 15% ON TOP of your personal income tax!
# September 27, 2005 10:34 AM

Doogal said:

Ah, OK, not so good!
# September 27, 2005 10:45 AM

TrulyLost said:

Hey Brendan, for a complete ignorant guy like me in this matter, what are the basic steps to register your business, say as sole propietorship as you said?

Just go to the city hall and that's it? They'll do it all for you?
Or should I go to the bank first to register a merchant account?

Can you please, please give some guidance for us lost in space trying to give our first steps but know nowhere to start besides google.

Thanks a million.
# September 27, 2005 11:31 AM

John Papa said:

Brendan, how did you come up with $500 per year for an LLC? I have one and it cost me $200 to set up and no fees. Sounds like the sole prop has the same tax schedule. I pay all my taxes on the same tax return.

One good thign to keep in mind no matter what way you go is to make sure you keep the money for your business separate from your personal money. (For example, don't mix bank accounts.)

Congrats on the new business!!
# September 27, 2005 11:31 AM

Dave Donaldson said:

When I formed my company I went with an LLC. This was after talking with an accountant, another small business owner, and my own research. For me to form my LLC it cost me a one-time fee of $125 (state of OH). There are no yearly fees or anything like that. The only paperwork I had was a 1 page form that had only a few data fields on it. It was very, very simple and hassle free. No lawyers needed.

With regards to liability, if it's just you in the business, you are always going to be slightly more at risk than if there were other people. But that's why you should always get businss liability insurance anyway, no matter what. Things like General Business Liability and E&O go a long way.

As for taxes, I file normal personal taxes because I'm a single-person LLC. I use your typical off the shelf software like anyone else. I just happen to have a lot more business expenses to track.
# September 27, 2005 11:47 AM

Brendan Tompkins said:

John,

In some states, such as Illinois, you have to pay state fees of over $600! I may be mistaken that this was a yearly fee, but this is the cost for setup, nonetheless. Along the way, I convinced myself that this was a yearly fee, but I can't find where I found that out. You can see this list for states here:

http://www.bizfilings.com/pricing/index.html

I guess you could file the paperwork yourself, when I looked into it there were companies online that would do it for minimal cost.

You could always choose to incorporate in Delaware, which has the lowest rate, but I'm not sure what other ramifications this may have.

Dave,

Good points. I heard the same from some of the people I talked with, but others stated that with an LLC comes the hassle of administering payroll, and filing other paperwork with the government. Honestly, I didn't want to chace it, and since the liability seemed to be a non-issue, I thought I'd just get a business license.

John, Dave - I had to pay for a business license through my city. Are you certain that you're not required to do this ON TOP OF your LLC registration with the state? I would imagine that your city would require you to be licensed as well, you always gotta pay pappy!

Truly Lost :

I had to pay the following fees, and go through a 2-hour beaurocracy.. here's exactly what I did:

1) Went to comissiner of the Revenue's office, told them I wanted to form a home-based business, a sole proprietorship. They gave me forms to take to...

2) Zoning office. They asked me if I own my home, and wanted to make sure that I wasn't seeing clients in my house. They gave me a zoning permit and charged me $15

3) Next stop was the clerk of the court's office. There, I registered the trade names that I'm going to do business under. The one on my business license says "Tompkins Consulting Services" I also registered the "CodeBetter.Com" and "Port Technology Services" so that I can cash checks made out to other names. I had to pay them $10 per name.

4) Had to go back to the comissioner's office, where he finalized the business license, and printed it out. From there, I had to go to the:

5) Clerk's office to pay for the license. This was $50 for the first year. After that, they'll charge me a yearly tax based on my income.

That was it! I'm in business.



# September 27, 2005 12:43 PM

Brendan Tompkins said:

John, I just checked and there's something called "Franchise Tax" that LLCs have to pay in some states. I guess this is a state-by-state thing, but in Delaware it's $200/year.
# September 27, 2005 12:49 PM

John Papa said:

Brendan ... I remember when I had the LLC in NC that I had a $250 setup fee plus a yearly property tax fee that usually cost me about $100 per year. I also had a license fee each year for about $75. Here in NY I filled out a simple form for the LLC and mailed it in with a check for $200. I looked into the license and everyone I talk to says there is no need for one in NY (at least where I live). So I guess that is why it is cheaper for me now.

It is funny how different the rules are for each of the states.

After all, guys like us just want a cheap way to create a business so we can account for a 1 man shop's assets and services.
# September 27, 2005 1:53 PM

DonXML said:

FYI,

Most large business (i.e. Microsoft) require you to be a corporation (S or C Corp), so to do business with them you will need to be a corporation.

In NJ, almost all independents have corporations, because all the third party firms require it and you will not be able to subcontract (the only way to get into the bigger corps) as a LLC, LLP, or parntership.

Don
# October 3, 2005 4:08 PM

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About Brendan Tompkins

Brendan has been programming with .NET since the first public beta and is owner and operator of Port Technology Services, a consultancy company providing .NET application development services to the Maritime industry. In July, 2007, he was awarded the Microsoft MVP award for ASP.NET. He's also a proud co-founder of failed .COM startup Intrinsigo, and has had a hand in the failure of numerous other businesses. He currently runs CodeBetter.Com and Devlicio.us, and lives in Norfolk, Virgina with his wife Tiara and son Ian.

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