Compare Entity Types

Item Limited Liability Company Corporation Limited Partnership S Corporation

Transfer of Interest

Only economic rights are transferable; transfer of management rights requires consent of members. Stock is freely transferable, subject to any Shareholder Agreement. Partners may agree in advance that an assignee acquires the assignor's voting rights. Stock is freely transferable, subject to any Shareholder Agreement.
Withdrawal Members may withdraw and receive the value of their interest, subject to agreement to the contrary. No right to withdraw. Partners may withdraw and receive the value of their interest, subject to agreement to the contrary. No right to withdraw.
Management Managed by all the members, subject to the agreement to the contrary. Managers need not be members. Members may exercise control without liability for LLC debts.  Managed by a board of directors, elected by the shareholders. Managed by the general partners. Limited partners may be liable if the exercise control. Managed by a board of directors, elected by the shareholders.
Dissolution Dissolved upon the death, withdrawal, removal or other member disassociation, subject to contemporaneous consent of members to continuation. Dissolved upon vote of directors and shareholders. Same as LLC, except the partnership agreement may permit continuation after a partner disassociation, so long as at least one general partner remains. Dissolved upon vote of directors and shareholders. 
General Tax Treatment One tax at the member level. Double tax at corporate and shareholder level. One tax at the partner level. One tax at the shareholder level, subject to certain taxes imposed on the corporation.
Number of Investors No limitation.
No limitation.
No limitation.
100 or less.
Eligible Investors
No limitation.
No limitation.
No limitation.
Its only shareholders are individuals, estates, excempt organizations described in section 401(a) or 501(c)(3), or certain trusts described in section 1361(c)(2)(a). See the instructions for Part III regarding qualified subchapter S trusts (QSSTs).
Classes of Ownership May create different classes of members. May have common or preferred classes. General and limited partners; different classes of limited partners permitted. One class of stock only, but voting differences permitted.
Tax Year Generally, the same tax year as the members who own a majority interest in profits and capital, unless a business purpose is established or an election to use non-required tax year is made. Any year, except for personal service corporations.
Generally, the same tax year as the partners who own a majority interest in profits and capital, unless a business purpose is established or an election to use non-required tax year is made.
Generally, must be a calendar year unless it establishes a business purpose for a fiscal year or an election to use a non-required tax year is made.