| Sole-Proprietorship | Partnership |
Company |
Definition | A business owned by one person | A business firm/ organization of two or more business partners | A business form which is a legal entity separate and distinct from its shareholders and directors |
Owned by
| One person | Generally between 2 to 20 partners. A partnership of more than 20 partners must incorporate | Private Company
Private Company has at least 2 shareholders and a maximum of 50 shareholders.
Public Company
Public Company has at least 7 shareholders/members. |
Legal Status
| Not a separate legal entity
Owner has unlimited liability
Can sue or be sued in individual’s own name
Owner personally liable for debts and losses of business | Not a separate legal entity
Partners have unlimited liability
Cannot own property in firm’s name
Partner’s personally liable for partnership’s debts and losses incurred by other partners | A separate legal entity from its members and directors.
Members have limited liability
Can sue or be sued in company’s name
Can own property in company’s name
Members not personally liable for debts and losses of company |
Registration requirement
| Age 18 years or above.
Brunei Citizens and Permanent Residents only.
Undischarged bankrupt cannot manage business without court or Official Receivers’ Approval | Age 18 years or above.
Brunei Citizens and Permanent Residents only.
Undischarged bankrupt cannot manage business without court or Official Receivers’ Approval | Age 18 years or above
Minimum of 2 directors. (if 2, At least one of the directors shall be Ordinarily Resident in Brunei Darussalam)
Undischarged bankrupt cannot manage business without court or Official Receivers’ Approval
At least two shareholders |
Formalities and expenses
| Quick and easy to set up
Easy to administer and manage
Registration cost is minimal
Less administrative duties to adhere to | Quick and easy to set up
Easy to administer and manage
Registration cost is minimal
Less administrative duties to adhere to | More costly to set up and maintain
More formalities to comply with
Annual Returns must be filed as Statutory Requirement of General Meetings, directors, share allotments, etc. |
Set-up fee
| $30 for the registration fee | $30 for the registration fee | $300 for the incorporation fee |
Continuity of the business entity | Exists as long as the owner is alive and desires to continue the business | Exists subject to Partnership Agreement | A company has perpetual succession until wound up or struck off |
Closing of the business | By owner – Cessation of business | By partners – Cessation of business or dissolution of partnership | - Winding up – Voluntarily by members or compulsorily by the High Court
- Striking Off
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