Difference Between LLP and Sole Proprietorship

Publishing Date: 25 Oct, 2024


Introduction 

When starting a new business it is important to choose the most appropriate structure for their venture. Two popular structures include LLPs and Sole Proprietorship where LLPs are considered as a separate legal entity and the sole proprietor & the business considered as a single entity. Each business structure has its own specific advantages and unique features. This blog will provide you a detailed comparison of the two structures - LLP vs Sole Proprietorship 

What is an LLP? 

A limited Liability Partnership registration is a separate legal entity which can enter into agreement with a third party under its own name. LLP has perpetual succession which means it continues to run in the event of the death of a partner. The partners have limited liability which means their liability is only limited to the capital contributed by them. In case of any debt or liability of an LLP, partners of LLP don’t need to pay from their personal assets.

What is a Sole Proprietorship? 

A sole proprietor business includes only one person who exercises complete control over its functioning and could exist as long as its sole owner exists. Sole Proprietorship Firm Registration in India is one of the most common forms of business which is adopted by many business owners who run retail shops, traders, wholesalers, MSME manufacturers, etc. Sole proprietorship is the most affordable and less compliance-intensive compared to other forms of business registrations.

Difference Between LLP and Sole Proprietorship 

Following is the detailed table of difference between LLP and Sole Proprietorship: 

Basis

LLP

Sole Proprietorship 

Liability 

LLPs have limited liability to its partners depending on their contribution

Unlimited liability for all debt and obligations

Legal Identity

LLPs are separate legal entity from its partners

Sole Proprietorship is not considered as a separate legal entity and owner and business are the same. 

Ownership 

Ownership can be shared in LLPs 

There is a single ownership 

Compliance

LPs include annual filings and other compliances with MCA

Sole Proprietorship have minimal compliances compared to LLPs

Taxation

LLPs are taxed at 30% of profits 

In sole proprietorship, income of the owner is taxed at individual tax rates

Profit Distribution

Profit is shared among partners as per the agreement 

All profit belongs to sole proprietorship 

Continuity

LLPs follows perpetual succession means it can continue even after the death or removal of a partner

Sole proprietorship can’t be continued and comes to end if the owner dies or exits

Decision Making

In LLPs, partners jointly make decision

Sole Proprietor takes all decision solemnly

Transferability

Ownership can be transferred in LLP with the partner consent 

Ownership can’t be transferred without selling the entire business

Credibility

LLPs have more credibility as compared to sole proprietorship as it is legal registered structure

Sole Proprietorship have less credibility as compared to LLPs

Conclusion 

There is a lot of difference between a LLP and sole proprietorship so it is advised to carefully understand the difference between LLP and sole proprietorship. Where LLPs have a lot of compliances, sole proprietorship include minimal or less compliances as compared to LLP. On the other hand, LLPs are perpetual and can be continued even after the death of the owner while sole proprietorships come to an end if the owner retires or dies. In simple words both the structures have their own benefits and drawbacks. 

Frequently Asked Questions (FAQs)

1) What is the difference between LLP and sole proprietorship on the basis of Ownership?

The LLP is owned by its partners whereas sole proprietorship is owned by a single individual. 


2) Can a Sole proprietorship continue if the owner dies? 

No, if the owner of sole proprietorship dies, it will come to an end while the LLP can continue if any partner dies. 

3) Is LLP a Sole Proprietorship? 

No, an LLP is not a sole proprietorship. A LLP is owned by its partners while a sole proprietorship is owned by the owner only. 

4) What is the difference in profit distribution in an LLP or Sole Proprietorship?

The profit is distributed among the partners in an LLP while the proprietor solemnly enjoys the profit in sole proprietorship. 

About the Author

CA Nayani Agarwal linkedin

All India Rank - 24

Nayani Agarwal is a Chartered Accounting who scored All India rank - 24 & 22 in CA final and CA intermediate respectively. She also scored an India rank - 21 in the Company Secretary foundation. She has overall 10 plus experience in banking and financial services. Her areas of expertise is startup consultancy, ESOP, Income Tax, GST, corporate Compliances & import expeort consultancy.