What Is the Difference Between an LLC vs. Inc?

There are variations between an LLC vs. Inc. A limited liability company (L.L.C. or LLC) is a company structure that offers personal liability protection to its owners. This implies that the enterprise is a separate legal entity and the owners (members) usually are not legally responsible for the acts and money owed of the LLC.

An incorporated company also provides liability protection, but differs from an LLC in the following ways:

  • Laws and regulations
  • Management overhead
  • Taxes on profits

New business owners typically get conflicting recommendations about whether to establish a limited liability company (LLC) or an incorporation (Inc.). Both the LLC and Inc. are created by submitting paperwork with the state, and each helps to guard business owners from legal responsibility if the enterprise is sued or runs into monetary trouble. There are, nevertheless, differences in the way in which LLCs and corporations are managed and taxed.

The choice of forming either an LLC or an incorporation depends on the kind of business the person is creating, as well as possible tax consequences of forming the corporate entity, among other issues. The creation and administration of an LLC is much simpler and more versatile than that of a corporation. LLCs offer a comparatively new kind of enterprise entity ruled by state statute. Nonetheless, there are benefits and drawbacks to each kind of enterprise structure.

What Is Incorporation?

When you incorporate an enterprise, you evolve from a sole proprietorship (or basic partnership) into an organization that’s formally acknowledged by its state of incorporation. The corporation turns into a legal enterprise separate from the people who founded it.

Formation

For an Inc., the Articles of Incorporation (additionally known as a Constitution, Certificates of Incorporation, or Letters Patent) are filed listing the purpose of the business, principal location, and the quantity and type of shares of stock. A registration charge is due, which can normally be between $25 and $1,000, depending on the state. A company name is mostly made up of three components:

  • Distinctive feature
  • Descriptive feature
  • Legal ending

All companies should have a distinctive element, and in some locations a legal ending to their names. Some companies select to not have a descriptive feature. For instance: Within the identity "ABC Exports Inc.," the phrase "ABC" is the distinctive feature, the word "Exports" is the descriptive feature, and "Inc." is the legal ending. The legal ending signifies that it's actually a legal company and not just a business registration or partnership.

Management Structure

The structure of an Inc. is as follows:

  • Shareholders own the stock of the company
  • Shareholders elect directors (generally known as the Board of Directors)
  • Directors appoint officers (president, secretary, treasurer, and so on)
  • Officers run the business (day-to-day operations)

Limited Liability Company Benefits

LLCs protect owners from personal liability if a lawsuit were to arise concerning your business. It also protects your private property, is passed on a pass-through basis, and maintains flexibility in management.

Pass-through Taxation

With pass-through taxation, taxes are not paid on the business level. Should you select to become an LLC, earnings/loss would be reported on your individual tax return. If any taxes were due, they would be paid on the individual level.

Liabilities

In an LLC, limited liability implies that the owners of the LLC, known as members, are shielded from personal liability for acts and money owed by the LLC, but are still responsible for any money owed beyond the fiscal capability of the entity. LLCs in most states are handled as entities separate from their members, whereas in other jurisdictions, LLCs usually are not thought of as having separate legal standing from their members. In a corporation, stockholders, directors, and officers usually are not liable for their firm's obligations or money owed. They're restricted in liability to the amount they've invested in the company.

Assets

Corporations and limited liability companies may additionally maintain private property like homes, vehicles, or boats. A creditor of the owner of a company or LLC cannot seize the property of the business; however, they can take possession of shares in the company, as that's is thought of as a personal asset.

Taxation

In the U.S., companies are taxed at a lower rate than individuals. Firms can own shares in different companies and obtain corporate dividends 80 percent tax-free. There are no limits to the quantity of losses a company might carry ahead to subsequent tax years.

If you need help with discerning between LLC and Inc., you can post your legal need on UpCounsel’s marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Stripe, and Twilio.