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NC SOS

Choose a Business Structure Comparison Chart

A Brief Comparison of Types of Business Organizations

Type NC Governing Statute Document Filed to Create Ownership Management Owner Liability Federal Income Taxation Annual Report Required to SOS
Sole Proprietorship N/A N/A One Person One Person Unlimited Flow through sole proprietor No
General Partnership N.C.G.S. 59, Articles 1, 2, 3, 3a, and 4 N/A General Partners General Partners Unlimited Flow through partners No
Business Corporation "C-Corp" N.C.G.S. 55 and 55D Articles of Incorporation Shareholders Board of Directors Limited to capital contributions Income taxed to corporation; dividends taxed to shareholders Yes
Business Corporation "S-Corp" N.C.G.S. 55 and 55D Articles of Incorporation Shareholders Board of Directors Limited to capital contributions "S-Corp" is a tax election. Flow through to shareholders Yes
Nonprofit Corporation N.C.G.S. 55A and 55D Articles of Incorporation Members Board of Directors No liability for members/board of directors No tax on income No
Limited Liability Company N.C.G.S. 57D and 55D Articles of Organization Members Managers Limited to capital contributions Flow through to members or taxed as "C-Corp" Yes
Limited Partnership N.C.G.S. 59-101 to 59-1106 Certificate of Limited Partnership General and Limited Partners General Partners Unlimited for GPs; limited to capital contributions for LPs Flow through to partners No
Limited Liability Limited Partnership N.C.G.S. 59-210 1. Registration of an LLLP if already registered as an LP. 2. Certificate of LP including registration as LLLP. General Partners and Limited Partners General Partners Limited to capital contributions for both general partners and limited partners. Flow through to partners Yes
Limited Liability Partnership (RLLP) N.C.G.S. 59-84.2 through 59-84.3 and 59-45 Application for Registration as LLP General Partners General Partners Unlimited for general obligations; limited to capital contributions for professional services of partners Flow through to partners Yes
Professional Corporations or LLCs N.C.G.S. 55, 55B and 57D Articles of Incorporation or Organization Licensee Shareholders or Members Board of Directors or Managers Unlimited for professional service provided Income taxed to corporations; dividends taxed to shareholders or members No
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