So sánh
LLC vs Sole Proprietorship
Câu trả lời nhanh
Both an LLC and a sole proprietorship are simple business structures — but they differ fundamentally on liability protection. A sole proprietorship offers zero separation between you and your business; an LLC creates a legal shield that protects your personal assets from business debts and lawsuits. For most business owners, the cost and complexity of an LLC is worth it.
Bài viết bởi — Đồng sáng lập, Expert Sapiens
Luật sư được cấp phép (JD)Chuyên gia đã được cấp phép hành nghề
Chuyên môn trên nền tảng: Dịch vụ pháp lý và thẩm định luật sư · Rà soát lần cuối Tháng 4 2026
Luật sư được cấp phépThành viên đoàn luật sư
Các khác biệt chính
Khía cạnhLLCSole Proprietorship
Liability protectionPersonal assets protected — business liabilities generally cannot reach your savings, home, or carNo protection — owner is personally liable for all business debts and legal judgments
Formation requirementsFile Articles of Organization with the state; pay formation fee ($50–$500); annual reports in most statesNo registration required — automatically formed when you start doing business
Taxation (default)Pass-through taxation — income reported on owner's personal return (same as sole proprietorship by default)Pass-through taxation — all income reported on Schedule C of personal return
Tax election flexibilityCan elect S-Corp or C-Corp taxation to reduce self-employment taxes above certain income thresholdsNo election available — always taxed as a sole proprietor
Credibility and perceptionSignals a legitimate, established business to clients, banks, and vendorsPerceived as more informal — may affect ability to open business accounts or sign certain contracts
Ongoing complianceAnnual report filings, registered agent requirement, separate bank account neededNo ongoing compliance requirements — simplest structure available
Khi nào nên chọn LLC
- You want to protect your personal assets if your business is ever sued or can't pay its debts
- You are working with clients who expect a formal business entity on contracts
- You plan to open a business bank account and need a separate legal entity
- Your income is growing and you want the option to elect S-Corp taxation to reduce self-employment tax
- You are building a business you may eventually sell or bring on co-owners
Khi nào nên chọn Sole Proprietorship
- You are testing a business idea before committing to formation costs
- Your business has minimal liability exposure and very low revenue
- Simplicity and zero ongoing compliance are your highest priorities
- You plan to convert to an LLC or corporation once the business has meaningful traction
Kết luận
For almost any active business, an LLC is worth the modest formation cost. The liability protection alone — keeping a business lawsuit from becoming a personal financial catastrophe — justifies it. Sole proprietorships make sense primarily for brief proof-of-concept testing before formal formation. A business attorney can form your LLC correctly and draft the operating agreement that governs it.
Chi phí tham khảo
Hourly rate
$150–$500/hr
Wide range reflects specialization — IP and corporate law command higher rates than general advisory
Per session
$200–$750
Typical for a 60–90 minute contract review, legal strategy, or compliance consultation
Project rate
$500–$5,000+
Flat-fee engagements for entity formation, contract drafting, or trademark filings