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What is a sole proprietorship and how to create one

A sole proprietorship is an unincorporated business owned and run by one person. There is no legal separation between the owner and the business. It's a straightforward and widely used business structure. It often serves as the starting point for freelancers, side hustlers, and new small business owners.

Key takeaways:

  • A sole proprietorship has no legal distinction between the owner and the business. The owner is the business.
  • The owner has unlimited personal liability for business debts and obligations.
  • Business income and expenses are reported on the owner's personal tax return via Schedule C.
  • Startup costs are low. In many states, there's little to no formal registration required.
  • It's easy to set up. However, it can be harder to raise funding or later convert to a different structure as the business grows.

How a sole proprietorship works

In a sole proprietorship, the owner and the business are legally the same entity. That means the owner gets to keep all the profits the business generates. The owner is also personally on the hook for every debt, contract, or legal obligation the business takes on. There's no corporate veil separating personal assets from business assets.

This structure also shapes how taxes work. Rather than filing a separate business tax return, sole proprietors report business income and expenses on Schedule C. This gets filed alongside their personal Form 1040. In many states, there's no formal registration required to start operating. You can simply begin doing business, but its important to note that local licensing and permit rules still apply.

Business registration and naming

Sole proprietors can operate under their own legal name. They can also register a "doing business as" (DBA) name if they want to trade under something else. DBA requirements vary by state. Some require registration with the state or county. Others allow you to operate under your own legal name with no registration at all.1

Liability and personal risk

Because there's no legal separation between owner and business, a sole proprietor has unlimited personal liability. If the business cannot cover a debt or loses a lawsuit, personal assets like a home, savings, or a car can be at risk. This is a key trade-off of the structure's simplicity. It's important to weigh this carefully against how easy it is to set up.

Sole proprietorship vs. LLC: key differences

A common comparison entrepreneurs make is sole proprietorship vs. LLC. A Limited Liability Company (LLC) is a separate legal entity from its owner. This means it can help shield personal assets from business debts and lawsuits. A sole proprietorship offers no such separation. Personal and business assets are one and the same. It's also worth noting that a single-member LLC can still file taxes the same way as a sole proprietorship. They use Schedule C with Form 1040, unless the owner elects to be taxed differently.4

Forming an LLC can also involve more upfront work, including state filing paperwork, formation fees, and often ongoing compliance requirements like annual reports.3 A sole proprietorship typically involves minimal paperwork and lower startup costs. The right choice usually comes down to how much risk the business carries and how much liability protection the owner wants before they start operating.

Sole proprietorship vs. corporation and S-corp

It helps to separate legal business designations from tax designations. Sole proprietorships, LLCs, and corporations are legal business structures. A corporation is a separate legal entity that offers liability protections with more formal governance requirements, such as shareholders, a board, and corporate filings.

An S-corp is not a business structure at all. It's a tax election. Eligible LLCs and corporations can elect S-corp tax treatment by filing IRS Form 2553. This can help reduce self-employment taxes for qualifying businesses because part of the owner's income may be treated as a distribution rather than wages.5 A sole proprietorship itself cannot elect S-corp status directly. The owner needs to form an LLC or corporation first.

Advantages and disadvantages of a sole proprietorship

Advantages of being a sole proprietor

  • Full control: No partners or shareholders to answer to, meaning every decision is yours.
  • Full profit retention: After taxes and expenses, everything the business earns is yours.
  • Simplified bookkeeping: No separate corporate accounting, often just tracking income and expenses.
  • Low startup costs: Minimal fees and formal requirements to get going.
  • Minimal paperwork: No articles of organization or ongoing state filings required in many cases.

Disadvantages of being a sole proprietor

  • Personal liability: Personal assets are exposed to business debts and legal claims.
  • Harder access to credit and funding: Banks and investors often prefer working with legally separate entities.
  • Need to separate personal and business finances: Without a legal separation, it's on the owner to keep records clean.
  • Limited growth potential: Bringing in partners, investors, or employees can be harder without a formal structure in place.

How to start a sole proprietorship

Setting up a sole proprietorship is generally straightforward. Requirements vary by state and industry:

  • Choose a business name: Use your own legal name, or register a DBA if you want to trade under something else.
  • Register your DBA, if applicable, with your state or county.
  • Obtain any necessary licenses and permits required for your industry and location.
  • Apply for an EIN, if needed. For example, if you plan to hire employees.6
  • Open a separate business bank account to keep personal and business finances distinct.
  • Consider business insurance to help manage the personal liability risk that comes with this structure.

Sole proprietorship taxes: what you need to know

Sole proprietors report business income and expenses on Schedule C, filed with their personal Form 1040.2 Because there's no separate business tax return, all profits or losses flow through to the owner's personal return. That income is subject to self-employment taxes covering Social Security and Medicare. Depending on how much a business earns, the owner may also need to make quarterly estimated tax payments throughout the year rather than paying everything at tax time.

Tax rules can get complicated quickly, especially as income grows. It's important to consult a tax professional to make sure you meet every filing requirement correctly.

Manage your sole proprietorship finances with PayPal

Running a sole proprietorship means wearing many hats, including the one that keeps the money moving. PayPal Complete Payments makes it easier to accept payments from customers on a platform they already trust, while an invoice generator helps you get paid on time without building billing systems from scratch.

If you're managing your business finances solo, PayPal's tools built for solopreneurs and a dedicated business account can help you keep personal and business money separate, a habit worth building early as a sole proprietor. And as your business grows past the sole proprietorship stage, resources on managing your money, hiring employees, and setting up payroll can help you scale with confidence.

Sole proprietorship FAQs

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