What are your best options for forming a family business? Can a family business be an LLC? Kevin O'Flaherty of O'Flaherty Law explains Family Limited Partnerships, LLCs, and their differences in this episode of Learn About Law, "What is the Difference Between a Family Limited Partnership and an LLC?"
In this article...

In this article, we will answer the question “can a Family Limited Partnership be an LLC?” by defining “what is a family limited partnership?” and “what is an LLC?” LLCs and Family Limited Partnerships are similar, but they have distinct differences that make them two different options for structuring your business.

In this article, we will answer the question “what is the difference between a Family Limited Partnership and an LLC?” by defining “what is a family limited partnership?” and “what is an LLC?” LLCs and Family Limited Partnerships are similar, but they provide different benefits based on your business goals.

What is a Family Limited Partnership?

What is a Family Limited Partnership?

A Family Limited Partnership, often called an FLP, is a business ownership arrangement made between family members who would like to own or run a business together.  This is often done when families want to assure the stability of their business’ future and is also a strong way to make sure your family owned business operates professionally and efficiently while still being family owned and minimizing the use of outsiders.  In a FLP, there are two types of partners: general partners and limited partners.  General partners are the most powerful and control 100% of the managerial and investment decisions of the company.  Limited partners have financial investment and benefit from the success of the business, but they are not directly involved in managerial decision making.  Typically, the “senior” family members such as grandparents or parents will be general partners in their FLP and will leave their partnerships as inheritance to younger family members.  This can continue through the generations to keep the business within the family.

For more detail on Family Limited Partnerships, you can read our article or watch our video titled “Illinois Family Limited Partnerships Explained”.

What is an LLC?

An LLC (Limited Liability Company) is the simplest way of structuring your business.  In an LLC, owners are referred to as “members” and can be anyone. Sometimes, this is only one or two members, but the list can grow indefinitely and include partners, groups, or even other LLCs. LLCs are also unique with respect taxes in that they can be taxed as partnerships, meaning the company’s income will be spread to each individual member’s taxes rather than taxing the company as a whole.  

For more discussion on LLCs, you can read our article “What is a Series LLC?”

What is the Difference Between an FLP and an LLC?

There are several other key differences between FLPs and LLCs:

  • Where FLPs designate power between general and limited partners with only general partners having managerial control, LLCs allow all members to participate in managerial decision making.  
  • LLCs protect every member from liability where FLPs only protect limited partners.
  • FLPs offer unique taxation benefits when shares are gifted as inheritance which allows senior members to pass down money in the form of membership. For more on this, check out our article: Family Limited Partnerships Explained.

These are just some of the significant differences between FLPs and LLCs. For more detail on the specifics of the distinctions and how they apply to you and your business, you should consult with a business attorney.

Should I have an FLP or an LLC?

Should I hav an LLC?

Now that you know the basic definitions and differences between FLPs and LLCs, the natural next question is “which is better?” This is a question that is very much determined by your individual business and the goals you have for it.  If you are focused on a family-owned business and would like to use the business as means of passing ownership and money between generations, an FLP may be the right course for you.  However, if you would like more freedom for who to choose as members and have control more evenly split among all members, or if liability is a concern, your best option could be an LLC.  Because of the wide variety of options, LLCs are often preferred for new or growing business who are looking for the more simplistic and malleable option for their business. We would highly recommend seeking advice from a business attorney who will be able to weigh your options prior to making your decision. If you would like a consultation for your Illinois business, feel free to call us at 630-324-666 or email at info@oflaherty-law.com.

For more helpful information on structuring your business, you can read our article “What is the Difference between an LLC and an S-Corp?”

November 16, 2020
Text Link

What to Expect From a Consultation

The purpose of a free consultation is to determine whether our firm is a good fit for your legal needs. Although we often discuss expected results and costs, our attorneys do not give legal advice unless and until you choose to retain us. Although most consultations are complimentary, some may carry a charge depending on the type of matter and meeting location.

Similar Articles


Learn about Law