A person wishing to start a business in the United States has a choice of many legal forms, depending on the planned size of their business. However, it is important to remember about the characteristic division of the country into states, each of which has its own regulations, related to the functioning of legal entities conducting business activity and other matters, e.g. tax issues. Although to some extent state regulations are similar, differences may sometimes determine the attractiveness of one state over another.
The basic type of the business activity is sole proprietorship, similar to the Polish one, intended for one-person business. If two or more people are to conduct business, the simplest and most basic construction is the general partnership, similar to Polish register partnership and civil partnership. The limited partnership is slightly more complicated – counterpart of the Polish company of the same name. Both types are characterized by the responsibility of partners for the company’s liabilities with their assets. As in the Polish commercial companies law, in a limited partnership there is also a group of partners who are not liable for the company’s debts with their personal property (limited partners).
Another form of business activity that allows to run a larger scale entity is the limited liability company. As a rule, it ensures the separation of the partners’ assets from the company’s assets through a corporate veil, thanks to which the partners are not liable for the company’s obligations with their assets.
The furthest-reaching legal form, intended in principle for very large business ventures is the equivalent of a Polish joint stock company – corporation, of which there are two types – “S Corporation” and “C Corporation”, different from each other in terms of tax issues. The corporate veil also protects the shareholders of these companies in this case.
Despite the fact that at first glance there might be many similarities between the different types of companies when it comes to Polish and US law, we should not forget about the existing differences, as well as state differences in the regulation of different types of business activities and companies. It is worth noting that a particularly attractive corporate law legislation has developed in Delaware.