What Is a Disregarded Entity LLC? (Benefits & Downsides)

Delina Chantel Yasmeh
Published by Delina Chantel Yasmeh | Author
Last updated: February 27, 2024
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A business structure with one owner is interchangeably referred to as a sole proprietorship, single-member LLC, or a disregarded entity.

If you run a business by yourself, it would be important to know the distinction, since it has implications on liability protection and tax classification.

As a Mergers and Acquisitions specialist and a Master's Degree holder in tax law, I help business owners understand the different business structures, as well as their tax classifications.

Together with our team of legal professionals, we'll talk about what company structure you should adapt for your business.

Quick Summary:

  • A “disregarded entity” is a tax designation given by the IRS to single-member LLCs and sole proprietorships. 
  • A single-member LLC and a sole proprietorship is a business structure owned by one individual that has advantages and disadvantages.
  • The income taxes are based on the owner's individual tax rate, which could be as high as 37% if they're in the highest tax bracket.
  • I advise owners of sole proprietorships to convert their business structure into a single-member LLC in order to benefit from limited liability protection.

What is a Disregarded Entity?

A man listening to a talk about disregarded entities and taxes

A disregarded entity is a tax designation where the business and its owner are treated as a single unit.

The structure of a limited liability company separates the business entity from its owners, to benefit from limited liability protection.

Essentially, when an LLC is taxed as a disregarded entity, the IRS disregards the separation and considers the business and owner as one entity, but only for federal income tax purposes.

I inform clients that in strict legal business terms, only a single-member LLC may be considered as a true “disregarded entity”, and that a sole proprietorship is merely taxed as one [1].

The Benefits of a Disregarded Entity

Cheerful man in business attire

Here are the benefits of a single-member LLC and sole proprietorship:

1. Single-Member LLC

A single-member LLC, taxed as a disregarded entity, benefits in several ways and is an excellent option to structure an individually-owned business.

Pass-through taxation

Business income, losses, deductions, and credit are passed-through, filed and paid on the sole members’ personal tax return. It avoids double-taxation and simplifies the filing process.

Liability protection

Since the LLC is regarded as a separate entity, the personal assets of the owner are protected from any legal action taken against the business.

Personal property may not be sought to settle debts and other legal obligations related to the business.

Although this is true, I ensure that my clients open a business bank account to maintain separation of company finances and personal assets.

Organization and structure

Once the LLC has been formed, there are minimal compliance requirements needed to maintain the business in order to remain in good standing with the state.

A colleague of mine only had to file annual reports, maintain a registered agent, and pay franchise taxes to meet the basic requirements of the state.

2. Sole-proprietorship

A sole-proprietorship is the simplest way to launch and operate a business, since it is not an official entity subject to federal or state regulations.

Ease of formation

A sole proprietorship is not required to incorporate with the state. Instead, the owner only registers a business name and obtains the necessary license or permit to operate.

Pass-through taxation

The business and the owner are treated as one entity, as such, sole proprietors are not subject to double taxation. The company itself is not levied at the corporate level, but the owner is taxed on their personal returns.


Being the sole owner of a business once, I had complete control on how to run the entity. Unlike regular employees, you have a flexible working schedule.

Success is not the key to happiness. Happiness is the key to success. If you love what you are doing, you will be successful." – Albert Schweitzer, Theologian, writer, philosopher, and physician

The Downsides of a Disregarded Entity

Down and problematic businessman

There are a few setbacks that may be associated with the specific business structure and tax classification.

1. Single-Member LLC

Limited growth

In my experience, solely-owned business entities may find it difficult to attract equity investors or partners, since profit potential is relatively limited.

Single-member LLCs would have to rely on small-business loans and financing for capital and growth.

Self-employment taxes

Any single-owned business is required to pay self-employment taxes that would reflect all income generated from the LLC, since the IRS assumes the earnings are collected by the owner.

See More: What Tax Form Does an LLC File

2. Sole Proprietorship

No limited liability protection

A sole proprietorship is not treated separately from its owner, as such, the owner is personally liable for any legal action, obligations, or debts incurred by the business.

Difficult to secure loans or obtain financing

Banks and other lending companies give preference to established companies because they have corporate assets and credit history.

Owners of a sole proprietorship may find difficulty obtaining finances from banks and other financial institutions and have to rely on small business loans.


Is a DBA the Same as a Disregarded Entity?

A DBA is not the same as a disregarded entity. A Doing Business As or DBA allows your company to operate under a different name and has no effect on its tax classification.

Does a Disregarded Entity Need a Tax ID Number?

A disregarded entity needs a tax ID number for opening a business bank account, obtaining loans, or hiring employees.

What Is a Disregarded Entity LLC...

If you are a business owner, it's important to understand what LLC disregarded entity entails. You may get protection from business debts and other benefits of this type of company structure.

As a business owner, you have to decide what type of entity will be best suited for your needs and consider its pros and cons before making your final decision.

Suppose at any point in time during the life cycle of the business it becomes necessary to dissolve or convert ownership interests in an LLC.

In that case, this should also be done with legal advice to not expose oneself personally liable for any outstanding obligations incurred by said entity.


  1. https://www.irs.gov/businesses/small-businesses-self-employed/single-member-limited-liability-companies

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