The structure you pick shapes your taxes, paperwork, and ability to raise money. For most founders it comes down to the LLC's simplicity versus the corporation's investor-friendliness.
The LLC
- Pass-through taxation by default — profits flow to your personal return, avoiding corporate double taxation.
- Minimal formalities — no board, no stock, light record-keeping.
- Flexible — can elect S-corp or C-corp taxation later if it makes sense.
The corporation (C-corp)
- Issues stock — the structure venture investors expect.
- Separate taxable entity — can mean double taxation, but also enables certain tax planning.
- More formalities — board, bylaws, minutes, filings.
How to choose
| Choose an LLC if… | You want simplicity, pass-through taxes, and you're not raising venture capital. |
|---|---|
| Choose a C-corp if… | You plan to raise from VCs, issue stock/options, or want a scalable equity structure. |
| Consider S-corp election if… | Your LLC is profitable and self-employment tax is a burden (US persons; talk to a tax pro). |
Frequently asked questions
Is an LLC or corporation better for a small business?
For most small businesses and solo founders, an LLC is simpler and cheaper to run. Choose a corporation if you plan to raise venture capital or issue stock.
Can an LLC be taxed as an S-corp?
Yes. An LLC can elect S-corp taxation, which can reduce self-employment tax for profitable businesses. This is a tax election, not a separate entity.
Which is better for non-residents?
Non-residents most often form an LLC for its simplicity and pass-through treatment, though those selling equity to investors sometimes choose a C-corp. Tax outcomes vary by country — get advice.