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Texas Entity Comparison Chart


Limited Liability CompanyCorporationS CorporationLimited Partnership
LiabilityMembers typically are not personally liable for the LLC obligations or debts. Additionally, multi-member LLCs are protected from outside liability of the other membersShareholders typically are not personally liable for the corporation obligations or debtsShareholders typically are not personally liable for the corporation obligations or debtsLimited partners are typically not liable for partnership obligations or debts as long as they do not participate in the control of the partnership
Duration of ExistencePerpetual, unless otherwise provided in the governing documentsPerpetual, unless otherwise provided in the governing documentsPerpetual, unless otherwise provided in the governing documentsPerpetual, unless otherwise provided in the governing documents
Number of OwnersSingle Member LLC’s permitted in TexasNo RestrictionsNo more than 100Minimum of 2
ManagementAn operating agreement outlines managementManaged by the directors, who are elected by the shareholdersManaged by the directors, who are elected by the shareholdersManaged by the General Partner
TaxationAt the default tax status, there is no tax at the entity level. Income/loss is passed through to membersTaxed at the entity level. Dividends paid out are taxed at the individual levelNo tax at the entity level. Income/loss is passed through to the shareholdersAt the default tax status, there is no tax at the entity level. Income/loss is passed through to partners
Pass Through Income/LossYesNoYesYes
Double TaxationNoYes, if income is distributed to shareholders in the form of dividends.NoNo
Raising CapitalPossible to sell interests, though subject to operating agreement restrictionsShares of stock are sold to raise capitalShares of stock are sold to raise capitalPossible to sell interests, though subject to partnership agreement restrictions
Transferability of InterestPossibly, depending on restrictions outlined in the operating agreementShares of stock are easily transferredYes, but must observe IRS regulations on who can own stockPossibly, depending on restrictions outlined in the partnership agreement