How to Start a Sole Proprietorship in Massachusetts

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by Team
Last updated: June 13th, 2024
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If you’re considering starting a Massachusetts sole proprietorship, you’re joining a significant portion of the state’s small business community. As a sole proprietor, you have the advantage of being the sole owner of your new business, making decisions independently, and enjoying the simplicity of not needing to form a separate legal entity. Massachusetts offers a favorable environment for sole proprietors, with straightforward business registration processes and a range of resources available to support your role as an entrepreneur.

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What is a sole proprietorship?

A sole proprietorship is a term for a business structure in which an individual runs and owns the business as a single entity. It is the most straightforward form of business ownership, where there is no legal separation between the owner and the business itself. As a sole proprietor, you have full autonomy in making decisions, retaining all profits, and managing day-to-day operations. However, it’s important to note that you are personally liable for any debts, liabilities, or legal obligations of the business. Sole proprietorships are popular among small businesses and solo entrepreneurs seeking simplicity and direct control over their business activity.

Examples of a sole proprietorship

Sole proprietorships may be things like:

  • Freelance writers
  • Photographers
  • Personal trainers
  • Plumbers
  • Freelance graphic designers
  • Housekeepers
  • Bakery owners
  • Tutors
  • Landscapers
  • Computer repair services

These are just a few examples of the many types of businesses that can be sole proprietorships, which can be any industry or type of business.

What qualifies your business as a sole proprietorship? 

To qualify your business as a sole proprietorship, there are a few key elements to consider. First and foremost, the business must be owned and operated by a single individual. This means that you are the sole proprietor and have full control and authority over the business. A sole proprietorship typically does not have any partners or co-owners. Unlike partnerships or corporations, there are no separate individuals or entities sharing ownership or management responsibilities.

Another important aspect of qualifying as a sole proprietorship is that the business is not legally separate from the owner. This means that there is no legal distinction between your personal assets and business assets. 

Sole proprietorship vs LLC

A sole proprietorship is a business structure where an individual operates and owns the business as a single entity, with no legal separation between the owner and the business. This means they have unlimited liability for all business debts and obligations.

On the other hand, an LLC (Limited Liability Company) is a business structure that provides both the tax benefits of a sole proprietorship and the limited liability protection of full incorporation, where the owners, known as members, are not personally liable for the company’s debts or liabilities.

Who is it best for?

There are no limitations on the type of industry, location, or details of a business that can operate as a sole proprietorship. Instead, it is left for businesses that can be owned and operated by a single individual – when that person values autonomy and freedom, a sole proprietorship is often their first choice. 

The speed and low cost of forming a sole proprietorship also make it a common choice for people who need to start their own business quickly or avoid large startup costs. 

How to set up a sole proprietorship in Massachusetts

By operating a business under your name, you are already technically running a sole proprietorship according to Massachusetts law. However, there are steps any business must take after formation, and some of them may apply to you.

Is there any formal paperwork filed to establish this type of business?

There is no paperwork required for the formation of a sole proprietorship through the Massachusetts Secretary of State. In fact, many people are operating as a sole proprietorship without realizing it because any qualifying business is already a sole proprietorship. After formation, paperwork may be required for a variety of other regulations, including choosing a trade name or obtaining permits.

Naming your business

While you are not required to do anything to name a sole proprietorship, you may choose to, depending on your vision for the business. 

Using your own name

The default business name of any sole proprietorship is the owner’s legal name – no paperwork or steps are required to make this true. As one legal and business entity, the two share all government IDs, including names and Social Security Numbers. Any business that Rachel Jones owns as a sole proprietorship will be called Rachel Davis unless she chooses to use another. 

Setting up a DBA

If you do want to use another name, you will need to set up a DBA (doing-business-as) or what Massachusetts calls an assumed name. You can choose any name that is not already taken by another Massachusetts business and meets general naming guidelines. With your name chosen, you can then file the assumed name certificate with the town or county clerk’s office where your business is located.

Massachusetts licenses 

Any business in Massachusetts that sells taxable goods or services will need to obtain a Sales and Use Tax Registration Certificate, which has no filing fee. This allows you to collect sales tax and remit it to the Massachusetts Department of Revenue. Outside of this, there is no general business license required. 

However, you may need additional professional licenses if you are in certain regulated industries or your local government requires them. Be sure to check with the town clerk where you operate on local licensing and zoning requirements. 

Massachusetts taxes 

Filing income tax returns as a sole proprietorship involves a different process compared to other business structures because the business income is treated as personal income for tax purposes. As a sole proprietor, you report your business income and expenses on your personal tax return using Schedule C (Form 1040). This form allows you to detail your business income, deduct eligible expenses, and calculate the net profit or loss.

 In addition to regular income taxes, sole proprietors are also responsible for paying self-employment taxes, which cover both the employer and employee portions of Social Security and Medicare taxes. The self-employment tax is calculated based on the net income from your business and is reported on Schedule SE (Form 1040). Sole proprietors are generally required to make quarterly estimated tax payments to cover their income tax and self-employment tax obligations. These payments are based on projected income for the year and are typically due in April, June, September, and January.


  • Complete control over all business decisions and operations of the business
  • Tax advantages allow you to pay a personal tax rate and deduct business expenses
  • No paperwork or cost for setup, and dissolution is simple
  • Owner retains all business profits without shareholders or partners
  • Flexibility and autonomy make any changes to business activity simple


  • Sole proprietors take on unlimited personal liability for business debts and obligations
  • It may be more difficult to obtain a business bank account, credit, or investors
  • A single owner places a large burden on that owner, who may become overwhelmed or lack expertise
  • Some employees or customers may perceive the business as less trustworthy
  • If the owner dies or retires, the business will cease to exist


What resources are available to support sole proprietors in Massachusetts?

Massachusetts offers various resources for small businesses, including counseling and assistance from organizations like the Massachusetts Small Business Development Center (MSBDC), workshops and training programs, access to funding opportunities, and networking events to connect with other entrepreneurs.

Do I need to obtain a separate tax identification number for my sole proprietorship?

If you operate your sole proprietorship under your own name, you can use your Social Security number for tax purposes. However, if you want to hire employees, you may need to obtain an Employer Identification Number (EIN) from the IRS. This can also be helpful for things like obtaining a business bank account.

Are there any advantages to operating as a sole proprietorship in Massachusetts?

Operating as a sole proprietorship offers simplicity and flexibility. You have complete control over your business, make all decisions independently, and enjoy minimal legal and administrative requirements compared to other business structures.

Do I need to obtain insurance for my sole proprietorship in Massachusetts?

While there is no legal requirement to have insurance for a sole proprietorship in Massachusetts, it is often a good idea to consider insurance coverage. Liability insurance, professional liability insurance, and property insurance are common types of coverage that can protect you and your business from potential risks.

Are there any specific zoning requirements or restrictions for operating a sole proprietorship in Massachusetts?

Zoning requirements and restrictions can vary across different cities and towns in Massachusetts. It’s essential to check with the local zoning board or municipality to ensure that your business activities comply with any specific zoning regulations or restrictions in your area.

What are the advantages of a sole proprietorship compared to other business structures in Massachusetts?

One of the main advantages of a sole proprietorship is the simplicity of its structure. It requires fewer legal formalities and administrative obligations compared to entities like corporations or partnerships. Additionally, as a sole proprietor, you have direct control over decision-making and the ability to retain all profits.

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