Converting a Sole Proprietorship to a Single-Member LLC

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Last updated March 12, 2024
Written by Dmytro Kondratiev
Editor, lawyer
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Most small companies today function as sole proprietorships. This form is pretty flexible and simple to employ. Regardless, you might want to switch to another kind, as your enterprise starts growing. Today, we want to talk about the transition to a Single-Member Limited Liability Company.

You'll familiarize yourself with the nuances of both forms. The facts we outlined below will help you decide whether you need that shift. Also, we want to direct you through all the steps of the transformation process. Keep reading and find out which type fits you better.

How Sole Proprietorship Differs from LLC

The choice of the right structure is the most important step in forming an enterprise. Sole proprietorships and single-member LLCs are the standard choices. They have some similarities. However, there are some distinguishing attributes.

Below, we describe these systems in more detail.

Sole Proprietorship

This is one of the easiest ways to organize a business. One individual holds and controls the company in this structure. It's pretty different from corporations or other affiliations.

There is no formal divergence between the person and the business. The sole owner is individually in charge of all facets. They have to deal with all the debts and legal obligations on their own.

The plainness of formation is likely the biggest attraction of this form. Entrepreneurs typically need only to register their company with local authorities. There is no need for legal documentation or formal agreements. This informality provides an opportunity for a quick and easy startup process. When considering business ideas, this straightforward setup makes it conducive for entrepreneurs to explore ventures such as freelance writing, personalized consulting services, or online retail, allowing for a seamless initiation without the complexities of extensive legal procedures.

A single ownership offers transparency in taxation methods. The owner reports company income and expenses on their personal tax return. Profits and losses directly impact the individual tax liability. Plus, the overall income determines the tax rate.

This form provides a high degree of autonomy. It is perfect for you if you prefer maintaining direct control. It'll allow you to quickly respond to any market changes.

Even though this structure is pretty promising, it's not entirely free of risks. You'll take total personal liability for the company. This means that in case of any legal problems, private assets can be in a dangerous situation.

Single-Member LLC

This entity provides limited liability protection to its only owner. It sets an autonomous juridical identity for the company. This protects the member's assets from possible debts and legal liabilities. This system gives a certain level of detachment between personal affairs and business ones.

You'll have to take on extra documentation when building a single-member LLC. You'll need to file Articles of Organization with the proper state officials. The protocol sets it as an independent unit, separate from its owner.

The owner reports business earnings and expenditures on their personal tax return, just like with the previous alternative. However, the LLC gives more flexibility. It allows the member to elect corporate taxation. So, you can pick the method that meets all your financial objectives and context.

You'll have complete control over all the decisions if you choose this type. Yet, you can still craft an official protocol. It'll summarize management roles and commitments.

Below, we created a table to point out how these structures differ.

CharacteristicSingle-Member LLCSole Proprietorship
Ownership StructureOwned by a single individualOwned and operated by a single individual
Liability ProtectionOffers limited liability protectionProvides no legal detachment and limitless personal liability.
Legal FormationRequires submitting Articles of OrganizationMinimal formalities, often local business registrations
Split of AssetsKeeps a legal detachment of private and business assetsNo legal differentiation
TaxationTreated as a dismissed entity, with income reported on the owner's tax returnRevenue and expenses are registered on the owner's personal tax return
Management FormalitiesOperating agreements can standardize administrative roles and dutiesDirect control by the owner with minimal formal agreements
Formation FormalitiesRequires filing specific legal documentation with the stateInformal, often regional enrollments with less documentation

Reasons for Conversion

Your priorities might change with the development of your company. The shift to a single-member LLC can be a huge improvement. We gathered several points for why you may need this change.

Limited Liability Protection

The business and its owner are basically one legal entity in a sole proprietorship. So, your personal assets could be at risk in certain cases. Switching the form will help you avoid this threat.

LLC format formalizes a delineation of individual and business duties. You'll be capable of protecting your acquisitions from potential responsibilities related to the business.

Separation of Personal and Business Finances

Sole proprietors often mix personal and business finances. It poses a difficulty to track and manage expenses.

You'll be able to maintain separate bank accounts if you choose LLC. This will simplify the financial management processes. Plus, it can enhance transparency in all your transactions.

Professional Image

LLC designation can add a level of professionalism and credibility to your firm. Your structure will be more formalized. It can cultivate a solid and committed image. This can be valuable in dealings with customers, partners, and financial institutions.

Tax Flexibility

As we've mentioned before, sole proprietors have to register all the revenue and expenses on a personal tax return. Individual rates impact their taxation.

If you like to select corporate taxation, you can always switch to LLC. It will give you more flexibility. You can choose the most fitting revenue regime for your needs.

Operational Flexibility

LLC gives a high level of independence. Still, it allows for more standardized management simultaneously. You can create an operating agreement. It will establish tasks, obligations, and the way decisions are made.

Business Continuity

A single proprietorship doesn't have a specified legal framework. This can interrupt the work rhythm. You can get a smoother change of ownership if you select LLC.

Steps of Converting Sole Proprietorship to a Single-Member LLC

So, we already reviewed both of these administrative structures. Now, you comprehend why it's worth switching from sole proprietorship to LLC. It's time to discover how to accomplish this. Follow our step-by-step guide!

Choose a Business Name

Your sole proprietorship operated under a specific name. You need to check if it is available for the LLC. Also, make sure, it adheres to state regulations. Pick a moniker that represents your idea.

Jack Welch, the former CEO of General Electric, once said

“Good business leaders create a vision, articulate the vision, passionately own the vision, and relentlessly drive it to completion.”

File Articles of Organization

The next step is to obtain all the necessary forms. Reach the appropriate state agency or visit their website for that purpose. Complete the form and provide the points, including

  • Business name;
  • Business location; 
  • Member info; 
  • Any additional information appointed by your state.

Then, submit it along with the filing fee. Fees may be different. So, get in touch with the state institution to find out about the current updates.

Prepare an Operating Agreement

This point is not always necessary. However, we still recommend forming an operating agreement. This protocol summarizes how you'll control your firm.

It aids in standardizing the internal operations of your business. Specify details like

  • Procedures for making decisions; 
  • Management responsibilities;
  • Profit distribution, etc.

Get an EIN

We advise you to request an EIN from the IRS, even if you don't have any workers. This unique identifier is used for tax matters. It is essential if you want to have a business bank account and file taxes as an LLC.

Open a Business Financial Account

The next point is opening a dedicated company bank account. It will allow you to divide your individual and business finances. This is a crucial step to maintain the restricted liability protection.

Notify Relevant Groups

Next, you'll have to notify your customers and vendors about the change. Also, you'll need to modify all your deals, licenses, and permits.

Transfer Assets and Contracts

Then you'll need to transfer all the investments and leases from your solo enterprise to the new LLC. Make sure that all the parties know about this and agree to this transfer.

Close Sole Proprietorship Accounts

After you finalize the previous steps, you need to close any accounts associated with your sole proprietorship. Take care of the bank accounts, credit cards, and any other accounts registered under the former entity.

Concede with Ongoing Conditions

Always keep up with the ongoing adherence requirements in your area. This may include annual filings, fees, and other commitments. It will allow you to maintain your LLC status.


The choice to go from a sole proprietorship to a Single-Member Limited Liability Company is a big step. It can offer a multitude of benefits. However, it's important to handle it with caution.

You have to comprehend the differences between these two forms. We highlighted some of them above. We hope that these details can help you with the decision.

LLC is definitely a great choice if you want more tax flexibility and security for your company. Follow our instructions on the transformation process. Consider hiring a professional if you're not really confident you can complete all the steps yourself.

More importantly, get a digital business card to help you share contact and business details seamlessly. It will help you expand your networking and get a firm footing in your industry.

Don't resist changes, and always strive for growth. We hope you found our guide helpful.

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