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Lesson 4 of 5The Entrepreneurial Mindset
Unit 1 · Lesson 4 of 5

Business Ownership Structures

Sole proprietorships, partnerships, corporations, co-operatives, franchises and social enterprises or not-for-profits differ in liability, control, profit sharing and start-up cost, and the right choice depends on the venture's size, risk and goals.

5 min read1 quick check9 practice questionsInteractiveAsk AI about this →

Key things to remember

  1. 1Unlimited liability: the owner's personal belongings can pay business debts. Limited liability: owners can lose only what they invested.
  2. 2Sole proprietorships and general partnerships have unlimited liability; corporations and co-operatives have limited liability.
  3. 3Corporations are owned by shareholders and can raise large amounts of money by selling shares.
  4. 4Co-operatives give one vote per member; franchisees pay fees to use a franchisor's brand and system.
  5. 5Social enterprises and not-for-profits put their earnings toward a social or environmental mission.

Imagine you and a friend start selling custom phone cases. Who makes the decisions? Who keeps the money? And if a supplier is never paid, who owes the debt? The answers depend on the business's ownership structure, which is the legal way a business is owned and organized. Choosing a structure is one of the first decisions every entrepreneur makes, and it can change as the business grows.

Key words: liability, control and profit

  • Liability is legal responsibility for the business's debts. A debt is money owed to someone else.
  • Unlimited liability means the owner's personal belongings, such as savings or a car, can be used to pay the business's debts.
  • Limited liability means owners can lose only the money they put into the business, not their personal belongings.
  • Control is who makes the decisions.
  • Profit is the money left after all costs are paid. A structure decides who shares it and how.
  • Scale means growing a business so it can serve many more customers.

Six ways to own a business

Five forms of ownership comparedFormLiabilityControlProfitsharingEase andcost tostartContinuitySoleproprietorshipUnlimited:owner'spersonalassets atriskOwner makeseverydecisionOwner keepsall profitEasiest andcheapest tostartEnds when theowner quitsor diesPartnershipUnlimited forgeneralpartnersShared by thepartnersSplit per thepartnershipagreementEasy; awrittenagreement iswiseMay end if apartnerleaves ordiesCorporationLimited towhatshareholdersinvestShareholderselect a boardPaid asdividends toshareholdersCostly:incorporationand legalfeesContinues: aseparatelegal entityCo-operativeLimited formembersOne member,one voteSurplusshared bymembers,often by useModerate:members,bylaws,filingContinues asmembers joinand leaveFranchiseDepends onthe legalform chosenFranchisorsets manyrulesFranchiseekeeps profitafter feesand royaltiesCostly:franchise feeand set-upLasts for thecontract term
Fig 1Five common forms of ownership compared on liability, control, profit, start-up cost and how long the business lasts.
StructureWho owns itLiabilityControl and profitCost to start
Sole proprietorshipOne personUnlimitedOwner decides and keeps all profitLowest and simplest
PartnershipTwo or more peopleUnlimited for general partnersShared, usually by a written agreementLow
CorporationShareholders (people who buy shares)LimitedShareholders elect a board of directors; profit can be paid as dividendsHighest; legal filing and more paperwork
Co-operativeIts members, who also use itLimitedOne member, one vote; surplus shared among membersModerate
FranchiseA franchisee buys the right to use a franchisor's brand and systemDepends on the legal form chosenFranchisor sets the rules; franchisee keeps profit after feesOften high (fees and set-up)
Social enterprise or not-for-profitA social enterprise can use any form; a not-for-profit has no owners who take profitDepends on the formEarnings go back into the social missionVaries
The six ownership structures compared.

A few words from the table. A share is a small piece of ownership in a corporation. A dividend is a share of the profit paid to shareholders. A franchisor is the company that owns a brand, such as Tim Hortons, and a franchisee is the person who buys the right to run one location using that brand. A co-operative (or co-op) is owned by the people who use it; credit unions are a well-known example. A social enterprise is a business that earns money in order to solve a social or environmental problem. A not-for-profit organization puts any extra money back into its mission instead of paying it out to owners.

Registering a business name in Ontario
A sole proprietor in Ontario who uses a business name other than their own name, such as Maya's Muffins instead of Maya Patel, registers that name with the province. Using only your own legal name does not require registration.

Launching and scaling with each structure

Each structure helps a business in a different way. A sole proprietorship is the fastest way to launch, which is why most student ventures start this way. A partnership brings in a second person's money and skills. A corporation makes it easier to scale, because it can sell shares to raise large amounts of money and its owners are protected by limited liability. A co-operative lets a group pool money to get something none of them could afford alone, like shared farm equipment. A franchise lets a business scale quickly using other people's money: each franchisee pays to open a location. A social enterprise can attract customers and partners who care about the mission.

Unlimited liability is a real risk
If a sole proprietorship or general partnership owes money it cannot pay, the owners can be made to pay from their personal savings. That risk grows as a business borrows more, which is one reason growing businesses often incorporate.
VideoThis Canadian video compares just two of the six structures, sole proprietorships and corporations. Watch for liability and access to money, two reasons a growing business might incorporate.Watch on YouTube

Choosing a structure step by step

  1. Count the owners: one person, a few people, or many members?
  2. Size up the risk: will the business borrow money or could it be sued? Higher risk points to limited liability.
  3. Decide on control: do you want to make every decision yourself, share them, or give each member a vote?
  4. Check the budget: can you afford legal fees or franchise fees?
  5. Name the goal: mainly profit, or mainly a social mission?
  6. Compare the options with a decision matrix and choose the best fit.
Loading interactive…
Rename the ideas to ownership structures, set criteria such as low cost, limited liability and control, then rate each one to see which scores best.
Quick checkTry it before you read on
1
Which structure gives its owners limited liability and can raise money by selling shares?

Worked examples

Reveal one step at a time and try to beat it to the next line.

Example 1
Maya plans to sell muffins at school events by herself, with about $40 of ingredients per event and no borrowing. Choose an ownership structure step by step.
Example 2
Dev and Aisha form a partnership running a yard-work service. Their agreement splits profit 60% to Dev, who supplies the equipment, and 40% to Aisha. This month's profit is $600. How much does each partner get?
Example 3
Leo wants to pick a structure for his gaming-grip business. He scores three options from 1 (poor) to 5 (excellent) on three criteria, each with a weight. A weight shows how much a criterion matters. Low cost to start has weight 3, limited liability has weight 2, and keeping control has weight 1. Sole proprietorship scores 5, 1, 5. Partnership scores 4, 1, 3. Corporation scores 1, 5, 3. Which wins?

Where marks get lost

  • Thinking 'limited liability' means the business has limited debt. It means the owners' personal losses are limited to what they invested.
  • Assuming partners automatically split profit 50/50. Partners can agree to any split, which is why a written agreement matters.
  • Calling every chain restaurant location 'owned by the company'. Many locations are franchises owned by local franchisees.
  • Believing a not-for-profit cannot earn money. It can; it just puts the extra money back into its mission instead of paying owners.
  • Choosing a corporation for a tiny, low-risk venture just because it sounds professional, and paying costs the business does not need yet.

Flashcards 9

Ownership structure
Unlimited liability
Limited liability
Sole proprietorship
+ 5 more

Practice

1
Match each structure to its best description.
Sole proprietorship
Partnership
Corporation
Co-operative
Franchise
2
Two partners agree to split profit equally. Their car-wash business makes a profit of $450. How much does each partner get, in dollars?
$
3
Three partners split a profit of $900 as 50%, 30% and 20%. How much does the partner with 30% get, in dollars?
$
4
A sole proprietor's business owes a supplier $2,000 and has only $500 in its account. What can happen?
5
Which structure would most help a growing business raise a large amount of money from many investors?
6
What is the name for the person who buys the right to run a location of a brand such as Tim Hortons?
7
A group of farmers jointly buys an expensive grain dryer that each of them uses. Each farmer gets one vote on how it is run. This is best organized as...
8
Order these structures from usually cheapest and simplest to start to usually most expensive and complex.
  1. 1Partnership
  2. 2Sole proprietorship
  3. 3Corporation
9
A student club sells reusable water bottles and puts all its earnings toward clean-water projects. Which description fits best?

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