What is a sole proprietorship?

A sole proprietorship means someone who owns an unincorporated business by himself or herself. A sole proprietorship is a business that can be owned and controlled by an individual.

Author: Brad Nakase, Attorney

Email  |  Call (888) 600-8654

The legal status of a sole proprietorship can be defined as follows: It is not a separate legal entity from the business owner. A sole proprietorship is a non-registered, unincorporated business run solely by one individual proprietor with no distinction between the business and the owner. The sole proprietorship is the simplest business form under which one can operate a business. Sole proprietorships do not produce a separate business entity. You can be held personally liable for the debts and obligations of the business. This means your business assets and liabilities are not separate from your personal assets and liabilities.

In this article, our Los Angeles business attorney discuss sole proprietorship as follows:

What Is a Sole Proprietorship in Business?

According to the IRS, a sole proprietor is someone who owns an unincorporated business by himself or herself. A sole proprietorship is a non-registered, unincorporated business run solely by one individual proprietor with no distinction between the business and the owner. A sole proprietorship is an unincorporated business with only one owner who pays personal income tax on profits earned.

A sole proprietorship, also known as a proprietorship is an unincorporated company that has only one owner. This owner pays personal income tax on the business’ profits. Often, sole proprietors conduct business using their personal names because they do not need to create a unique trade or company name.

A sole proprietorship is one of the easiest business entities to create and get rid of. This is because of very little government regulation. Because of this, sole proprietorships are one of the most popular entity types among entrepreneurs, consultants, and self-contractors. A majority of small businesses begin as sole proprietorships and then expand into a limited liability company or corporation.

If an individual wishes to begin a single-owner business, then the easiest option is a sole proprietorship. A sole proprietorship starts right as the entrepreneur begins conducting business. In fact, there is no need to file state or federal documents, and there are very few regulatory duties. This is a great option for entrepreneurs who are just getting started.

A sole proprietorship is a lot different from a limited liability company, a corporation, and a limited liability partnership. Largely, this is because no separate entity is created with a sole proprietorship. This means that a sole proprietorship’s owner is not protected from their business’ liabilities and obligations.

For instance, the company’s debts count as the owner’s debts. That said, the company’s profits also belong to the owner because all profits go directly to the owner.

Key Points

  • A sole proprietorship is an unincorporated entity type that has only one owner. This owner pays personal income tax on the company’s profits.
  • Sole proprietorships are easy to create and take apart thanks to lax government regulation. This means they are very popular with entrepreneurs.
  • One of the big disadvantages of sole proprietorships is that there is no government protection because they are not registered. This means that the owner is responsible for all the company’s liabilities.
  • Sole proprietors document their income and expenses on personal tax returns and pay income and elf-employment taxes on the company’s profits.

What Are the Pros and Cons of a Sole Proprietorship?

Pros

  • Easy to start a small business.
  • Owner has complete control and flexibility to run the business.

Cons

  • Owner is personally liable for business debts and liabilities.
  • Creditors can go after your personal assets.

The owner of a sole proprietorship does not have to complete a bunch of paperwork to register the company with the state in which it operates. Depending on the kind of business and the particular state, a business owner may have to get a permit or license. However, less overall paperwork means that a business can get going faster.

The process of filing taxes is also a lot simpler with sole proprietorships because a company does not have to get an employer identification number (EIN) from the IRS. A business may still choose to get an EIN, but a businessperson may choose to instead use their own Social Security number to file taxes. That said, there are other important reasons to file for an EIN. If a business owner wishes to sell taxable products, he or she will have to register for a sales tax license with the state. Also, if a business owner intends to hire employees, he or she will need to get an EIN from the IRS.

A sole proprietorship does not require a company checking account, which other entity types need. A business owner can simply manage their finances through their personal bank account.

The cons of running a sole proprietorship include the lack of liability protection and the trouble involved in getting access to capital financing, especially via issuing equity and getting credit lines or bank loans.

When a company goes through the registration process, it enjoys some protections. A sole proprietorship, with no registration, offers no liability protection to its owner. Conversely, an LLC offers protection to its owner against creditors who attempt to seize the owner’s personal assets, like their car or house.

It can be hard for a sole proprietorship to access financing. Banks tends to prefer working with businesses that have an established track record. They typically consider those just getting off the ground with a meager balance sheet to be risky borrowers. It can also be hard to get equity from big investors.

This means that entrepreneurs who start out as sole proprietors risk unlimited liability. But as the business expands, it is common for it to become a limited liability company or a corporation.

How to Switch from Sole Owner to Limited Liability Company (LLC)

Normally, when a business owner wants to incorporate his or her business, they must restructure the company into a limited liability company. To be successful, the owner needs to first make sure the name of the business is free for use. If the name is available, then the owner must then file articles of organization with the secretary of state’s office in the state where the company operates.

After the appropriate paperwork has been submitted, the owner needs to form an operating agreement, which identifies the company’s structure. The last step will be to get an EIN from the Internal Revenue Service.

Summary

A sole proprietorship is a simple, easy way for a new entrepreneur to start a business. There is no need to register the company with the state, and in general, there is overall less bureaucratic hassle involved. There are some negatives, such as liabilities passing through to the individual and difficulty getting funding. However, those risks are not as big a deal for newer businesses just getting off the ground. But as the business expands, it may be a good idea to switch entity types.

Have a quick question? We answered nearly 2000 FAQs.

See all blogs: Business | Corporate | Employment Law

Most recent blogs:

Breach of Contract Law in California

To recover damages from the defendant for breach of contract in California, the plaintiff must prove all of the following: (1) that plaintiff and defendant entered into a valid contract; (2) that plaintiff performed under the contract or that performance was excused; (3) that the defendant failed to perform under the contract; (4) that plaintiff was harmed; and (5) that defendant’s breach of contract was a substantial factor in causing the plaintiff’s harm.
What is a registered agent

What is a Registered Agent? Understanding the Role and Importance for your LLC

A registered agent is essential for your LLC, handling legal, tax, and government correspondence, ensuring timely delivery of important documents. Choosing a registered agent service offers privacy, compliance, and reliable handling of official communications, helping your business operate smoothly across states.
Form 1096 - A guide for US employers

Form 1096: A guide for US employers

Guide to Form 1096 for US Employers: Learn which businesses must file Form 1096 and the consequences of not filing. Get details on obtaining free forms and submitting accurate reports to the IRS.
What Is a Gap Analysis

What is a Gap analysis?

Gap analysis helps businesses compare current performance with desired goals, identifying inefficiencies. This method aids in developing action plans to bridge performance gaps.
SWOT Analysis Example

SWOT Analysis Example

Conducting an HR SWOT analysis helps identify strengths, weaknesses, opportunities, and threats within and external to an organization. This process aids in developing strategic HR actions aligned with the company's objectives.
HR Career Pathway

HR Career Pathway

Discover how to shape your HR career pathway effectively, utilizing insights on skills, gaps, and tools available for your professional growth. Learn strategies for navigating various HR career routes to enhance your development and impact.
Certifications For HR

Certifications For HR

Explore nine HR certifications to enhance your career prospects and demonstrate your knowledge of best HR practices. Discover how certifications can increase your earning potential and make you more competitive in the HR field.
HR Roles

HR Roles: Key duties and responsibilities in today’s workplace

Explore how HR roles have evolved from basic administrative functions to strategic tasks that enhance organizational performance and employee engagement. Learn about the crucial roles in HR that drive company success and adapt to technological and workplace changes.
Succession Planning

Succession Planning: Why is it essential for your business

Understand why effective succession planning is crucial for organizational continuity and competitiveness, and how a lack of planning can impact businesses. Discover how structured succession plans can benefit organizations by preparing future leaders and ensuring role continuity.

Costco Hot Dog Price Story

The story about Costco $1.50 hot dog price began in 1993 when the Costco merged with Price Club. Costco's $1.50 hot dog price remains unchanged in 2024.

Request for Production of Documents, RPOD, CCP 2031.280

Starting January 1, 2020, California's civil litigants face stricter discovery rules under Cal. Civ. Pro. § 2031.280(a). All produced documents must now be labeled by request number, impacting both new and ongoing cases.
What is a default judgment

What is a default judgment

A default judgment is issued when a defendant fails to respond to a lawsuit, allowing the plaintiff to win by default. Understanding this process is crucial for both parties involved in litigation.
What is a quitclaim deed

What is a quitclaim deed

Quitclaim deeds offer a quick way to transfer property ownership without guarantees, distinct from warranty deeds. Ideal for non-sale property transfers among family or into trusts, they require careful legal consideration.
Combined Assurance

Combined Assurance: Enhancing internal auditing practices

Combined assurance enhances internal auditing by fostering collaboration across departments, improving efficiency, and reducing overlap. It boosts risk mitigation and confidence in governance, crucial for organizational success.
Sole Proprietorship Business License

Sole Proprietorship Business License

Sole proprietorships offer simplicity and fewer formalities for new business owners, with benefits like no separate taxes. Remember, personal and business assets aren't distinct, impacting liabilities and the need for proper licensing.
What is the most important part of your business plan

What is the most important part of your business plan

The executive summary shines as the pivotal element of a business plan, serving as a decisive factor for readers to delve deeper. A comprehensive guide on crafting an impactful business plan, focusing on unique strategies and essential components.
Easy Businesses To Start

Easy Businesses To Start

Unleash your entrepreneurial spirit with these straightforward home-based business ideas, from e-commerce to creative pursuits. Embrace the flexibility and potential for financial independence with diverse options suited for various interests and investment levels.
What is the standard deduction

What is the standard deduction

Understand the IRS standard deduction, a straightforward option for reducing taxable income without needing detailed documentation. Delve into eligibility, amounts for 2023-2024, and considerations for itemizing versus standard deduction.
How to get a business license

How to get a business license

Grasp the essentials of obtaining a business license in California, focusing on local and state-level requirements. Uncover specifics on when and why different types of business licenses are needed.
Why Do Businesses Fail

Why Do Businesses Fail?

Uncover the key factors contributing to small business challenges, including financial obstacles, inadequate management, and flawed marketing strategies. Understand the role of a comprehensive business plan in ensuring long-term success.
How To Start LLC

How To Start LLC

Navigate the process of creating an LLC in California, from naming your entity to fulfilling state tax obligations. Highlighting key steps including selecting a registered agent and drafting an operating agreement.
What is a BOC 3

What is a BOC 3

Understand the essentials of a BOC-3 filing for transportation businesses in California, detailing the designation of process agents for FMCSA certification. Learn the requirements, costs, and benefits of choosing the right process agent for your business.
What is an S corporation

What is an S Corporation

Explore the benefits and considerations of electing S corporation status for your business, focusing on tax advantages and eligibility criteria. Determine if an S Corp is the right choice for you with insights on structure and taxation.

Contact our attorney.

Please tell us your story:

1 + 6 = ?