Business Structures PDF
Business Structures PDF
Business Structures PDF
Business Structures
M B G Wimalarathna
(ACA, ACMA, ACIM, SAT, ACPM)(MBA–PIM/USJ)
Introduction
As we discussed in chapter 01, every entity must identify & record
business transactions for the given period and importantly such
transaction (which are identified and recorded) should belongs to
the given entity.
Period should be either a calendar year or an assessment year for local company.
Sole Trader/Sole Proprietorship
A Sole trader is a business owned by a person/an individual and
control/manage by himself.
Key features:
Owner & controller is a same individual.
Not a legal entity.
Formation is not complex.
Need to obtain BRN & TIN.
For tax purpose, entity’s income is treated as individual’s income
(owner)
Advantages Disadvantages
- Easy & inexpensive to form. - Unlimited liability since not
- Not govern under strict rules & treated as separate legal entity.
regulations. - Limited skills & capabilities.
- Total autonomy over business - Cease the business when owner
decisions. experience incapability.
- Enjoy entire benefits. - Bear entire loss and liabilities.
- Not charge tax on business profit.
Partnership
A Partnership is an association of two or more persons or entities that carry on business as
partners with the common motive of earning profit. (how partnership differs from JV)
A partnership could be form verbally, impliedly or in writing. Most of the partnerships carry on
business in line with the provisions made in Partnership Agreement.
Note: Key duties & responsibilities of each partners, contribution for capital, sharing of
profit/loss, payment of salaries are generally included in a partnership agreement.
Key features;
Involvement of two or more individuals/parties.
Profit motive.
Common goal.
Not a legal entity.
Easy to form.
BRN & TIN to be obtain.
Advantages Disadvantages
- Easy to form. - Unlimited liability
- Not involvement of much rules & - Limited life time.
regulations. - Disputes/Disagreement between each
- Combination of skills & capabilities. partners.
- Profit Motive. - Partners act as a mutual agency.
- Work towards a common goal. - Some decisions couldn’t be implemented.
Company
A Company is a widely available business entity which treated as an
independent legal entity.
Legal entity - Entity (company) treated as a separate unit/person (legal)
from the people who own, control and manage it.
Generally, Shareholders (ordinary) are the owners of a company
(public) whom received dividends as their compensation.
Registration of a company generally involve complex procedures than
sole trader and partnership.
Initially, each individuals who are willing to act as shareholders,
directors and company secretary must register at ROC and then
simultaneously CRN can obtained from the ROC once register the
company.
Note: Most of the companies governed & controlled by the companies act. Further, company
must adhere to the rules & regulations laid down by ROC/SEC & LKASs.
Types of Companies
Following major types of companies widely available in the business
world.
Proprietary companies.
Companies limited by shares.
Companies limited by guarantee.
No-liability companies.
Unlimited companies.
Proprietary/Private Company
Most common form of companies which consists 1-50 shareholders
and owned by the family members (generally). Essentially,
proprietary company cannot issue shares to the public (can do
private placement) but treated as a legal entity.
Companies Limited by Shares
These companies treated as public companies in which shares being
issued to the public. At least 03 directors and 01 shareholder require to
establish and liability of the shareholders limited to the value of shares
being purchased/contributed.
Note: Total share capital may consists of ordinary & preference shares.
Unlimited Company
Members/Shareholders of the company hold unlimited liability over
company debts.
Family
Trust
Unit
Advantages Disadvantages
- Tax minimization - Additional complex laws &
- Limited liability regulations to be follow
- Easy to form - Depend on the trustee
- Relatively not highly regulated - Not much attractive in profit
motive
Financial Reporting
Financial reporting of each of the above entities vary based on
the applicability of various rules & regulations.