Dalton and Tomich white logo
Dalton and Tomich white logo

6 Reasons You May Want to Change the Legal Structure of Your Business

As a business owner in Michigan, you’ve poured your heart and soul into building your company from the ground up. What may have started as a small, fledgling idea has grown and evolved into a thriving enterprise. However, with growth comes new challenges and considerations, including the need to reevaluate your business’s legal structure.

Choosing the right legal structure is like laying the foundation of a house. It provides the necessary support and protection for your business to withstand the test of time. As your business expands and your goals shift, you may find that the original legal structure you chose no longer fits your needs. In this article, we’ll explore six reasons why you may want to consider changing the legal structure of your business, ensuring that your company is well-positioned for success in the years to come.

Reason 1: Liability Protection

Different legal structures provide varying levels of personal liability protection for business owners, shielding your personal assets from potential lawsuits or claims against your company. This is a crucial consideration as your business grows and takes on more risk.

For example, if you started your business as a sole proprietorship or partnership, you may be personally responsible for any debts or legal obligations incurred by your business. This means that your personal assets, such as your home, car, and savings, could be at risk if your business faces legal action. By switching to a limited liability company (LLC) or corporation, you can create a legal separation between your personal assets and your business, providing a layer of protection for your personal finances. This can be especially important as your business expands, such as when hiring employees or venturing into new markets, as these growth opportunities often come with increased exposure to potential liabilities.

Reason 2: Tax Advantages

The legal structure you choose for your business can have a significant impact on your tax liabilities, and changing your structure may open up new opportunities for tax savings.

For instance, if your business is currently structured as a sole proprietorship or partnership, you may be paying more in self-employment taxes than necessary. By converting to an LLC and electing to be taxed as an S-Corporation, you may be able to reduce your self-employment tax burden. This is because an S-Corp allows you to pay yourself a salary and take distributions from the company’s profits, which are not subject to self-employment taxes.

Reason 3: Attracting Investors

As your business grows, you may find yourself in need of additional capital to fund expansion, purchase new equipment, or hire more employees. In these situations, attracting outside investors can be a crucial step in taking your business to the next level. However, the legal structure of your business can play a significant role in how appealing your company is to potential investors.

Investors often prefer to invest in companies with a clear ownership structure and well-defined rules for governance, such as corporations. This is because the corporate structure provides a level of formality and transparency that can be reassuring to investors. For example, a C-Corporation allows for the issuance of stock, which can be an attractive option for investors looking to acquire an ownership stake in your company. By issuing stock, you can raise capital without taking on debt, and investors can benefit from the potential appreciation of their shares as your business grows.

Reason 4: Business Growth

As your business evolves and grows, the legal structure that once served you well may no longer be the best fit. Just as a seedling outgrows its original pot and needs to be transplanted to a larger one, your business may need to change its legal structure to accommodate its growth and changing needs.

For example, as your business grows, you may find yourself taking on more complex contracts, partnerships, and business relationships. In these situations, having a more formal legal structure, such as an LLC or corporation, can provide a level of credibility and professionalism that can be important for attracting larger clients and suppliers, as well as business partners. 

When your business grows to the point where you are considering adding partners, it’s crucial to have a well-defined operating or shareholder agreement in place. These agreements outline the roles, responsibilities, and rights of each partner, as well as how decisions will be made and how profits will be shared. Having a clear agreement in place can help prevent conflicts and misunderstandings down the road, ensuring that all partners are on the same page and working towards a common goal. Changing your legal structure to an LLC or corporation can facilitate the creation of these agreements, as they provide a formal framework for defining the relationship between partners and the business itself.

Reason 5: Compliance with Regulations

As your business ventures into new states, markets or industries, you may encounter a labyrinth of regulations and legal requirements that you must navigate to ensure compliance. Certain industries, such as healthcare, finance, and government contracting, have specific regulations that may require businesses to operate under a particular legal structure. For example, some states may require businesses offering professional services, such as medical practices or law firms, to be organized as professional corporations (PCs) or professional limited liability companies (PLLCs). These structures provide the necessary framework for complying with industry-specific regulations, such as licensing requirements and ethical standards.

Reason 6: Succession Planning

Transitioning your business to the next generation or new ownership requires careful planning and execution. The legal structure of your business can play a critical role in how smoothly this transition occurs, and changing your structure may be necessary to facilitate a successful handoff.

If you plan to pass your business down to family members or sell it to a third party, the legal structure of your company can impact the ease and tax implications of the transition. For example, if your business is currently structured as a sole proprietorship or partnership, transitioning ownership may be more complex and result in higher tax liabilities than if your business were structured as an LLC or corporation. This is because sole proprietorships and partnerships are not separate legal entities from their owners, which can make it more difficult to transfer ownership without incurring significant tax consequences.

On the other hand, structuring your business as an LLC or corporation can provide more flexibility and tax advantages when it comes to succession planning. For instance, if your business is an LLC, you can create a buy-sell agreement that outlines the terms and conditions under which ownership can be transferred, providing a clear roadmap for succession. Similarly, if your business is a corporation, you can transfer ownership through the sale or gifting of stock, which can be a more tax-efficient way to transition the business to new owners.


As your Michigan business grows and evolves, it’s essential to periodically reassess your legal structure to ensure that it continues to meet your needs and goals. By understanding the reasons to consider changing your business’s legal structure, you can make informed decisions that will help your company thrive in the years to come.

From protecting your personal assets through increased liability protection to minimizing your tax obligations and attracting outside investors, the benefits of choosing the right legal structure for your business are numerous. Whether you’re looking to expand into new markets, transition ownership to the next generation, or simply streamline your operations, a well-chosen legal structure can provide the foundation for success.

However, it’s important to remember that changing your business’s legal structure is a significant decision that should not be taken lightly. It’s crucial to consult with experienced legal counsel who can help you weigh the pros and cons of each option and determine the best course of action for your unique situation. If you have any questions or require assistance, please contact Zana Tomich.

Attorney Advertising Disclaimer

Please note that this website may be considered attorney advertising in some states. Prior results described on this site do not guarantee similar outcomes in future cases or transactions.