Reword please
Arcadia Sports is currently a limited partnership entity. Jeb has the financial resources and Josh possess the knowledge of all things outdoor. While Josh is a partner that will engage in the day to day management, both still equally share the profits. However, both parties are also liable for losses and debts to the extent of the partnership assets as well as losses that another partner may encounter, in this case it would be Jeb whose wind farm was shut down and he went bankrupt. Also, Jane a customer that fell off the raft and suffered concussion and permanent damage to her spine, Jeb and Josh are liable for the damages. Given that partnership does not provide legal protection on losses and accidents, creditors can potentially take all of Arcadia Sports assets and profits and force the business to close until the matter is resolved. In addition, both Jeb and Josh are not protecting when it comes to their personal assets and could be sued personally. On a bright side, Arcadia Sports does not have to pay tax on the income of the business; Jeb and Josh file taxes on personal accounts.
Corporation (C Corp)is generally an established business that is larger in size and has multiple employees. C Corp businesses are independent and are liable for the actions and debts of the business. Corporations have costly administrative fees, complex tax, and legal requirements ("Choose Your Business Structure"). C Corp pays double taxes when the company makes a profit than when dividends are paid. The advantages are limited liability, ability to generate capital, corporate tax treatment, attractive to potential employees. The disadvantages are time and money, double taxing, and additional paperwork. I would not recommend C corp for Arcadia Sports as it seems to be a business smaller in side where only one owner participates in the day to day operations of the store. Arcadia Sports would not benefit becoming a C corporations and the company would have to pay expensive administrative fees, follow specific legal requirement, and pay double the tax.
Limited Liability Company (LLC) offers the flexibility of a partnership while provides limited liability features of a corporation. Just like Sole Proprietorship, owner's file taxes on personal accounts and not as separate tax entity. LLC does require to choice business names that does not exist in the same state and it must be followed by LLC, file the article of organization, operating agreement that could benefit the partners, obtain license and permits, and announcement of the business ("Choose Your Business Structure"). The advantages are limited liability, when a business is sued or in debt, typically, the owners are not personally responsible, however to a limit such as wrongful acts. Less recordkeeping this means lower costs and operational ease. Sharing profits, the member of the company decide how the money is distributed among each other and at what percentage. The disadvantages are limited life and self-employed taxes. If a member decides to withdraw from business, the business is dissolved. The owner must either start a new LLC or include provisions in the operating agreement to prolong the life of the LLC if a member decides to leave the business ("Choose Your Business Structure"). Also, since LLC member are considered self-employed, they are responsible for the self-employed tax including contribution towards Medicare and Social Security. Arcadia Sports could benefit becoming LLC. Jeb and Josh would still be able to operate as partners; however the business will be protected again legal issies and they do not have to pay the double taxes. However, Jeb is having legal issues that may force him to lose his share or withdraw from Arcadia Sports. If this was to happen, the business is dissolved and Josh would have to start over.
S Corporation (Subchapter) is a domestic corporation that meets specific IRS code that allows for a business that selects to be S Corporation to avoid being doubled taxed. The profit and losses can pass through to personal tax return as it would in partnership and only the shareholder is taxed ("Choose Your Business Structure"). Depending on a state where the business resides, S Corp can be combined with LLC for tax purposes. The advantages of S Corp are tax savings, business expense tax credit, and independent life where if a shareholder decided to leave or sell its share, the business does not have to dissolve as it would in LLC. The disadvantages are stricter operation process and shareholder compensation requirement ("Choose Your Business Structure"). This is another form of business entity that Arcadia Sports could benefit from. S corp is similar to LLC when it comes to limited liability that would protect Jeb's and Joshes' personal assets. S corp can potentially save Arcadia Sports more money on taxation if chosen by IRS. It seems that Arcadia Sports is a relatively a new business, this may not be their best option. S corp does require much more paperwork to substantiate everything, you must elect officers, hold meeting, and produce formal financial statements (Dahl, 2011). However, if Jeb had to withdraw form the company, the company does not have to dissolve, Josh's can continue the business as is if he chooses to.
Due to the nature of Jeb and Josh business, forming an LLC and then selecting S corporation status would be their best choice. Choosing to do so, allows for Jeb and Josh to take advantage of the simplicity from the administrative point of view of the LLC and tax benefit of S corporation. They may still operate as partners and enjoy the flexibility of the partnership, however, from the legal point of view, LLC will protect Jeb's and Josh's personal assets and they will not be financially responsible for more than their investment in a company (Dahl, 2011). "LLC offers more flexibility in how owners can allocate the percentage of profits and losses among the owners" (Akalp, 2014). In a case of Jeb and Josh, Jeb filed for bankruptcy, operating as partnership he put Josh and Arcadia Sports at risk of losing all, however, LLC will protect Josh from the loss and will only affect Jeb and the company by separation the owners form the business and providing liability protection (Akalp, 2014). Both LLC and S corporation enjoy the "pass-through" tax treatment (Akalp, 2014). This means that Jeb's and Josh's profits will be reported on their personal account rather than business taxes.