Corporations often face higher tax rates compared to other business structures. Additionally, corporations may be subject to double taxation, where both the corporation's profits and the shareholders' dividends are taxed. This can reduce the overall profitability of the corporation and impact shareholders' returns.
Shareholders have limited liability, and corporations can have an unlimited life and greater ability to raise capital compared to other business forms. However, they face a drawback known as double taxation, wherein corporate profits are taxed and then taxed again when they are issued as dividends.
Corporation: A Texas corporation is created by filing a certificate of formation with the Texas Secretary of State. The Secretary of State provides a form that meets minimum state law requirements. Online filing of a certificate of formation is provided through SOSDirect.
A corporation is more formal than some other business structures and affords the owners less personal liability. However, a corporation can be more expensive and complicated to run because of the reporting and record-keeping requirements and processes the business must follow.
Corporations are legally required to adopt bylaws in Texas – Section 21.057 of the Texas Business Organizations Code states that the board of directors of a corporation shall adopt initial bylaws. So, if your company gets caught in a legal battle without bylaws, you could face some serious legal consequences.
The secretary of state does not maintain the bylaws or tax exempt filings of any nonprofit organization. Some organizations that have obtained tax-exempt status from the Internal Revenue Service are required to make certain documents available to the public.
Disadvantages of Sole Proprietorships Unlimited liability. Difficulty raising capital. Limited managerial expertise. Trouble finding qualified employees. Personal time commitment. Unstable business life. Losses are the owner's responsibility.
Articles of Incorporation and bylaws are separate documents used to establish and govern/regulate a business entity. A platform like OnBoard, purpose-built for boards, provides a secure system of record for these documents and more.
LLCs are not required to have bylaws. However, they are governed by an operating agreement which is like a corporation's bylaws.
The board president should sign the bylaws and have the secretary attest to the signature or have all board members sign the bylaws. Drafting good nonprofit bylaws is an art that requires careful attention to legal and regulatory requirements.