United States SP vs C Corp

United States SP vs C Corp

Legal Entity Comparison

Time of Update: 2026-03-31
SP is the simplest form of legal entity, owned and operated by individuals without the need for other shareholders and directors to be involved. In the United States, SPs are typically used to run small businesses, such as individual shops and consulting companies. Since an SP does not have legal person status, the financial responsibilities of individuals and businesses are the same, which is also a drawback of an SP. Additionally, SPs do not need to file annual reports or pay annual taxes, but individual income taxes and corporate income taxes are calculated separately. In some states, non-residents can also serve as shareholders and directors of an SP, but they must meet local legal requirements.

United States Legal Entity Comparison

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United States Legal Entity Comparison

Basic Information

SP
C Corp
Ownership:
Private Ownership
Ownership:
Consolidated Ownership
Limited Liability:
Negative
Limited Liability:
Positive
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative

Shareholder / Director / Secretary Requirements

SP
C Corp
Requirements For Shareholders:
At least one
Requirements For Shareholders:
At least one
Requirements For Directors ::
At least one
Requirements For Directors ::
At least one
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Positive
Local Directors Not Mandatory:
See Memo
Local Directors Not Mandatory:
Positive
Local Secretaries Not Mandatory:
See Memo
Local Secretaries Not Mandatory:
Positive

Registered Capital Requirement

SP
C Corp
Minimum Registered Capital Requirement:
Depends on the specific state
Minimum Registered Capital Requirement:
1. Starting from 1 US dollar.
Capital Injection Not Required:
Positive
Capital Injection Not Required:
Positive
Capital Injection Requirement:
N/A
Capital Injection Requirement:
N/A

Memo

SP
C Corp
Memo:
In the United States, the laws vary from state to state, so the corresponding minimum registered capital, whether local residents are required to serve as directors, and the requirement for nominating a secretary also vary.
Memo:
N/A

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