The business structures of England and Wales — from sole trader to plc — and the consequences of separate legal personality and limited liability that divide them.
Choosing a structure decides who owns the assets, who answers for the debts, and how the law treats the people behind the business. This chapter opens with the core concepts of separate legal personality and limited liability, then works through the unincorporated forms: the sole trader and the general partnership, including how partnerships arise, the liability and agency of partners, and the default rules on decision-making, fiduciary duties and dissolution. It moves on to the limited partnership and the LLP, before turning to companies — the private company limited by shares, the public limited company with its capital requirements and trading certificate, and the less common guarantee and unlimited companies. It closes with corporate personality and the narrow grounds for piercing the veil, the position of parents and subsidiaries within groups, and a side-by-side comparison of the main entities.
