How to Choose Your NZ Business Structure

Have you given any thought to which business structure is right for your business? We’ll be honest and admits it’s not usually the first thing that comes to people’s minds when starting or buying a business. However, the way that you structure your business plays a significant role in how it functions down the track.

In NZ, there are three common business structures, along with some which are not so common. We’re sticking with the most common of these structures today, though if you think another type would be better for your business, get in touch and we’ll help you sort it out.

The three most common NZ business structures are:

  • Sole trader
  • Partnership
  • Limited liability company

To help you decide which one you should choose, we’ll work through them individually.

Understanding the Sole Trader Business Structure

A sole trader structure involves only one person: you. It is the simplest structure in which you are the only individual who is liable for every part of your business. This doesn’t mean that you have to do it all alone as you can hire employees to help you run it. You’ll just need to register yourself as an employer with the IRD and meet the required obligations.

As a sole trader, you use your IRD number for tax purposes, filling in a personal tax return. You can claim expenses to lower the amount of tax you pay and generally, any business losses can be offset against any other personal income. Trading under your own name is fine, as the operational life of this business structure simply depends on you.

The advantages of choosing to become a sole trader include:

  • it is quick to set up with no red tape
  • there are no legal fees to pay during the establishment phase
  • you receive all the profits
  • you’ll have total control of the entire business
  • no business name registration is required
  • you can change your business structure easily in the future

Downsides to being a sole trader are:

  • you are completely responsible for all debts and claims
  • your assets can be at put at risk
  • harder to get finance should you need it
  • more difficult to sell as a working business
  • can be harder to grow a business using this structure
  • there are no shares to sell to raise capital
  • you are responsible for your KiwiSaver contributions

For further advice and information about this business type, get in touch.

Understanding the Partnership Business Structure

The partnership structure is often used by two or more professional individuals who already have experience in running a business. There are no rules regarding how much each partner can own, meaning an uneven split of 95% to 5% is acceptable. What does happen though, is the profits you receive and amount of work you are required to do often depends on the ownership percentage.

Instead of the partnership paying tax, each of the partners themselves is responsible for paying tax based upon the profit share they receive. To avoid problems, it is seriously recommended that there is a legally drawn partnership agreement which sets out all the details on how the partnership will be run.

The pros of choosing a partnership business structure include:

  • everyone shares costs and responsibility
  • relatively simple and low cost to run
  • each partner can focus on their specialities
  • you can offset losses against your other income
  • partners can bring in capital investment to the business
  • the running tasks of operating a business are shared

The cons of choosing a partnership can include:

  • each partner has an equal share in the business’ liabilities and debts
  • you need to make decisions with your partners
  • disagreements amongst partners are common
  • you can’t sell shares
  • you are responsible for your KiwiSaver contributions

To discuss if this structure is right for your business, get in touch with us.

Understanding the Limited Liability Company Structure

Commonly referred to as a company, a business with this structure is separate from the business owners. In other words, a company is a separate legal entity.  Any money earned will belong to the company and will pay its tax at the corporate tax rate. The shareholders then receive the profit from the company, who then individually pay income tax on this.

The shareholders, AKA the business owners, have less exposure to any financial or legal issues relating to the business.  So, while the company has full responsibility for all its own financial and legal obligations, the liability of the shareholders is less. This means a shareholder is only responsible for any personal guarantees they have given and losses to the dollar amount of their shares.

The advantages of choosing a company business structure include:

  • less personal responsibility for business debts and liabilities
  • easy to sell or pass on ownership
  • shareholder profit distributes are flexible
  • lower tax rate than top personal rats
  • easier to get funding approved
  • seen as a highly credible business structure by the market
  • easy to keep growing

The downsides include:

  • more red tape and paperwork to do
  • need to register business through the Companies Office
  • more time consuming to get up and running
  • higher establishment and compliance costs
  • often require more investment to grow
  • you are responsible for your KiwiSaver contributions

It is important to note, that the limited liability company is only one of three company structures. It is the most common one though. Others include co-operative companies and unlimited companies. To discuss which company structure is best for you, get in touch with us today.

Where to Next When Choosing a Business Structure?

While there is a simple tool available on the MBIE website to help select a business structure, there is no substitute for personal advice. As accountants and business advisors, we deal with these structures daily, putting us in the best position to help you make an informed decision. To make a time to discuss your business with one of our business advisors, book your free 30 minutes chat with us via our website now.

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