Are you a small business owner wondering if you should incorporate? Are you worried about costs and what will change about your business?
For most businesses, it’s actually not a question of “if,” but “when” to incorporate.
Incorporating a small business offers many potential advantages, as well as a few disadvantages. Whether the pros outweigh the cons depends a lot on your business’ individual situation.
With that in mind, let’s take a closer look at the advantages and disadvantages of incorporating a small business so you can determine what is right for you.
The Advantages of Incorporation
Limited Liability
Most people decide to incorporate their small business because it offers the advantage of limited liability. If you run a sole proprietorship, then you as the business owner must assume all the liability of the company. This means that as a sole proprietor, your personal assets, like your house and your car, can be seized to pay off any business debts.
However, if you incorporate your business, then you become a shareholder in the corporation. As an individual shareholder, your liability is limited to the amount you have invested in the company.
Furthermore, as a shareholder in a corporation, you can’t be held responsible for the debts of the corporation unless you’ve signed a personal guarantee.
Corporations Have Unlimited Lifespans
Did you know that even if the shareholders die or quit the business, or if the ownership of the business changes, the corporation will continue to exist? This is not the case when it comes to running a sole proprietorship. Thus, many people see this “immortality” as another advantage of incorporating.
It’s also easier to sell a corporation than it is to sell a sole proprietorship.
It Helps with Taxes
Once your small business becomes a corporation, you can figure out when and how you receive income from the company, which is a real perk come tax time.
If you’re incorporated, rather than taking a salary from the business as soon as it begins to generate income, you’re allowed to take your income at a time when you’ll pay less in taxes. You can also earn income from a corporation in the form of dividends rather than a salary, which can also lower your tax bill.
Lastly, if your business is incorporated, it may qualify for the federal small business deduction (SBD). The SBD is calculated at the rate of 10.5% on the first $500,000 of taxable income, which could lower your net corporate business tax to a much lower tax rate than what is applied to your personal income.
It’s Easier to Raise Money
There are more ways for corporations to raise money, which could help your small business grow and scale faster. Like a sole proprietorship, corporations can borrow and incur debt, but they can also raise money through equity financing. This means selling shares in the corporation to angel investors or venture capitalists.
Equity financing is a nice benefit in that equity capital typically doesn’t have to be repaid, and there is no interest on it. (However, you must remember that by issuing shares, you are reducing your percentage of ownership in your business.)
The Disadvantages of Incorporation
Added Paperwork
Once your small business is incorporated, you’ll have to file two tax returns every year, one for your personal income and one for the corporation, which means increased accounting fees.
Plus, corporate losses can’t be deducted from the personal income of the owner, as they can in a sole proprietorship or partnership.
It’s also mandatory for corporations to keep a minute book composed of the corporate bylaws and minutes from corporate meetings, the register of directors, the share register, and the transfer register. These are all corporate documents that must be kept up to date at all times.
It’s Not Always a Tax Advantage
Unfortunately, corporations aren’t eligible for personal tax credits. That means every dollar a corporation earns is taxed, whereas, if you run a sole proprietorship, you may be able to claim tax credits that you can’t claim as a corporation.
Less Flexibility in Handling Business Losses
If your business suffers operating losses as a sole proprietor, you can use the loss to lower your other types of personal income for that year. However, if you run a corporation, these losses can only be carried forward or back to lower the corporation’s income from other years.
Limited Liability Depends on Credit
While the main advantage of incorporating is limited liability, it can be undermined by personal guarantees and/or credit agreements. If a lending institution doesn’t feel that your corporation has sufficient assets to secure debt financing, they usually insist on personal guarantees from the business owner(s).
In this case, even though the corporation technically has limited liability, the owner still winds up being personally liable if the corporation fails to meet their repayment obligations.
It’s Expensive to Register a Corporation
Another disadvantage of incorporating is that it costs more to set up a corporation.
Why?
Because a corporation is a more complicated legal structure than a sole proprietorship or partnership, so it’s more costly to create. This includes the previously stated maintenance and related fees and increased accounting costs.
It’s Harder to Close a Corporation
Closing a corporation in Canada means you need to pass a resolution to dissolve the corporation, settle all payroll accounts, and send a copy of the Certificate of Dissolution to the Canada Revenue Agency. Then you must file your final tax returns for the corporation.
So Should I Incorporate My Small Business?
The answer is, well, maybe!
Now that you’ve read about the advantages and disadvantages of incorporation, it’s time to discuss your personal situation with your accountant and lawyer before making your final decision.
Here at The Number Works, we can help give you a much more exact picture of how incorporation might work to benefit your business and if all the trouble and cost of incorporation is worth it for you.
So don’t hesitate to get in touch with us today and let us get behind your success!
