| Entity |
Owner Liability |
Participation in Management |
Ownership |
Formation Requirements |
Name |
Sole Proprietor |
No limits. |
No restrictions. |
One. |
None. Filed assumed name if doing business under different name. |
No special requirements. |
General Partnership |
No limits. |
No restrictions. |
At least two partners. |
Partnership agreement (may be oral) and file assumed name certificate. |
No special requirements. |
Limited Partnership |
No limits for general partners. Limited for limited partners. |
Restrictions for limited partners. |
At least one general partner and one limited partner. |
Partnership agreement (may be oral) and file certificate with Secretary of State. |
Must have "Limited Partnership," "Ltd.," "Limited," or "L.P." in title. |
Limited Liability Company |
All members have limited liability for company debts. |
No restrictions. ("Managing" members make decisions.) |
One or more members. |
File Articles of Organization and adopt regulations. |
Must have "Limited Liability Company," "LLC," or "LC" in title. ("Limited" and "Company" may be abbreviated.) |
| S Corporation |
Limited liability for all shareholders. |
No restrictions. (Shareholders elect "directors" to make decisions. Directors appoint "officers" for daily decisions.) |
One to seventy-five shareholders. |
File Articles of Incorporation, adopt bylaws and file "S" election tax form with IRS. |
Must have "Corporation," "Incorporated," "Company," or abbreviation of these in title. |
| C Corporation |
Limited liability for all shareholders. |
No restrictions. (Shareholders elect "directors" for decisions. Directors appoint "officers" for daily decisions.) |
One or more shareholders. |
File Articles of Incorporation and adopt bylaws. |
Must have some form of "Corporation," "Incorporated," "Company," or abbreviation of these in title. |