Sole Traders & Private Limited Companies (AQA A Level Business): Revision Note

Syllabus Edition

First teaching 2026

First exams 2028

Exam code: 7132

Lisa Eades

Written by: Lisa Eades

Reviewed by: Bridgette Barrett

Updated on

Sole traders

  • A sole trader is a business owned and run by a single individual, who has complete personal responsibility for all aspects of the business

  • Sole traders are the most common form of business in the UK, typically small owner-managed businesses

Examples of sole trader businesses

Collage of three small-business owners: Ella’s eco cleaning service, Ben’s mobile bike repairs in south-east London, and Larissa’s Taste of Kerala street food

Key issues and characteristics

Control

Objectives

  • The sole trader has complete control over all business decisions; there are no other owners to consult

    • This enables fast, flexible decision-making and the ability to respond quickly to changing market conditions or customer needs

  • All responsibility rests with one person

    • This can be demanding and limit the quality of decisions if the owner lacks expertise in certain areas

  • A sole trader's objectives typically reflect the personal goals of the owner

  • Common objectives include

    • Financial independence (earning a living without relying on an employer)

    • Personal satisfaction (doing work they find meaningful)

    • Flexibility (controlling their own working hours)

  • Profit is an important objective, but sole traders are free to pursue non-financial objectives such as serving a local community or building a lifestyle business

Sources of finance

Distribution of profits

  • Sole traders have limited access to finance compared with larger businesses

    • Personal savings – the most common source where the owner invests their own money directly into the business

    • Bank loans and overdrafts – borrowing from a bank - who may be cautious about lending to businesses with no trading record

    • Friends and family – informal loans or investment from personal networks

    • Retained profit – reinvesting profit generated by the business back into future operations

  • All profits belong entirely to the owner after income tax and National Insurance contributions have been paid

    • There are no other owners with a claim on the profits

  • In difficult periods, however, the owner also absorbs all losses personally

The problem of unlimited liability

  • Sole traders have unlimited liability, which means they are personally responsible for any debts incurred by their business

  • If the business cannot pay debts, the owner's personal assets, including savings, possessions and property, may be seized to settle them

    • E.g. if a sole trader's business fails with £30,000 of unpaid debts, creditors can pursue the owner's personal savings or home to recover what they are owed

  • Unlimited liability is one of the most significant risks of operating as a sole trader

    • As a business grows, owners often consider converting to a private limited company (Ltd) to gain the protection of limited liability

Advantages and disadvantages of sole trader businesses

Advantages

  • Easy and inexpensive to set up

  • The owner has complete control over the business

  • All profits belong to the owner

  • Simple tax arrangements

  • Decisions can be made very quickly so the business can react swiftly to market change

  • High levels of personal satisfaction

Disadvantages

  • Unlimited liability, meaning the owner is personally responsible for any debts the business incurs

  • Limited access to finance and capital

  • Limited skill sets

  • Difficult to take time off from the business

Examiner Tips and Tricks

In exam questions comparing forms of business, unlimited liability is almost always a key evaluative point. Consider the context carefully - for a small, low-risk business a sole trader structure is simple and appropriate, but for a business taking on significant debt or investment, the personal financial risk of unlimited liability may outweigh the advantages of simplicity and total control

Private limited companies

  • A private limited company (Ltd) is a business that is incorporated

    • It has a legal identity separate from its owners, so the company itself can own assets, enter contracts and be sued in its own name

  • Ownership is divided into shares, held by a limited group of private investors

    • Shares cannot be sold to the general public on a stock exchange

  • Private limited companies must be registered with Companies House and include "Ltd" in their name

Examples of private limited companies

Example

Description

Gymshark Ltd

  • A sportswear business that was started by Ben Francis and Lewis Morgan in a garage

  • It is now a global sportswear brand with a valuation of over £1bn

Monzo Bank Ltd

  • An app-based challenger bank founded by Tom Blomfield in 2015

  • It now offers a range of personal and business banking services and made a profit of £15.3m in 2024

Key issues and characteristics

Control

Objectives

  • Control is shared among shareholders according to the proportion of shares they hold

  • Major decisions require a shareholder vote

  • Day-to-day management typically rests with directors, who in smaller Ltd companies are often the same people as the major shareholders

  • The original founder(s) can retain overall control by holding the majority of shares (more than 50%)

  • Control can be diluted if new shares are issued to attract investment - selling too large a share risks losing influence over key decisions

  • Shares can only be bought and sold with the agreement of existing shareholders, giving owners more protection over who joins the business

  • Objectives reflect the interests of both shareholders (who expect a return on their investment) and directors (who manage the business day to day)

  • Common financial objectives include profit growth, business expansion and increasing market share

  • Because shares are not publicly traded, Ltd companies face less pressure for short-term profit than public limited companies, allowing a longer-term strategic focus

  • Founders who retain a majority shareholding can also pursue non-financial objectives without being overruled by outside investors

Sources of finance

Distribution of profits

  • A private limited company has access to a wider range of finance than a sole trader

    • Share capital – selling shares to private investors such as friends, family, business angels or private equity firms

    • Retained profit – reinvesting profit generated by the business back into operations and growth

    • Bank loans and overdrafts – lenders are often more willing to lend to private limited companies than to sole traders, partly because of limited liability

  • Private limited companies cannot issue shares to the public on a stock exchange, which limits access to the very large amounts of capital available to public limited companies

  • Profits are distributed to shareholders as dividends, paid in proportion to the number of shares held

  • Directors decide how much profit to pay out as dividends and how much to retain within the business for reinvestment

  • Retained profit is one of the most important sources of finance for a growing Ltd company

  • Unlike a sole trader, profits must be shared among all shareholders - the more shares that have been sold, the smaller each individual's share of the profit

The benefits of limited liability

  • Shareholders in a private limited company benefit from limited liability

    • If the company fails, shareholders can only lose the value of their original investment

    • Personal assets such as savings, possessions and property are fully protected

  • This is because the company is a separate legal entity - its debts belong to the company, not to its owners

    • E.g. if a Ltd company fails with £100,000 of outstanding debts, a shareholder who invested £10,000 loses only their £10,000 - creditors cannot pursue their personal assets

  • Limited liability makes it significantly easier to attract investment than is the case for a sole trader with unlimited liability

Advantages and disadvantages of private limited companies

Advantages

  • Shareholders benefit from limited liability for debts incurred by the company

  • Access to greater finance from investors and lenders who consider limited companies to be less risky

  • Ownership can be easily transferred by selling shares

  • Business continuity, as the business does not die with its original owner

Disadvantages

  • More expensive and time-consuming to set up than a sole trader, as legal advice is often required

  • More complex operational rules than sole traders or partnerships

  • Annual financial reporting and auditing are required

  • Shareholders may have little control over the company, as the founder usually imposes their own agenda

Case Study

From sole trader to private limited company: FitCore Ltd

Illustration of a man in a suit shaking hands with a smiling gym trainer outside a FitCore Fitness gym with promotional signs and plants nearby
  • Sofia Mendes spent three years building a successful personal training business as a sole trader, working with 40 regular clients from a rented studio space

    • When she decided to open her own gym, she quickly realised her business structure would have to change

  • The lease and fit-out costs for a commercial premises would require £50,000 - far beyond what Sofia could raise from personal savings alone

  • As a sole trader, any debt would be her personal liability

    • If the gym failed, her savings and home would be at risk

  • She approached a business contact, Marcus, who agreed to invest £25,000 in exchange for a 40% shareholding in the business

    • To formalise the arrangement and gain limited liability protection for both investors, they incorporated as FitCore Ltd

  • The Ltd structure also made it easier to secure a bank loan for the remaining costs, as lenders viewed the incorporated business as lower risk

Examiner Tips and Tricks

The key advantage of a private limited company over a sole trader is limited liability combined with greater access to finance. However, in exam questions, consider the trade-offs: the original owner must share both control and profits with other shareholders, and running a private limited company involves greater administrative and legal responsibilities than operating as a sole trader. The right structure depends on the size, ambitions and risk profile of the business

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Lisa Eades

Author: Lisa Eades

Expertise: Curriculum Expert

Lisa has taught A Level, GCSE, BTEC and IBDP Business for over 20 years and is a senior Examiner for Edexcel. Lisa has been a successful Head of Department in Kent and has offered private Business tuition to students across the UK. Lisa loves to create imaginative and accessible resources which engage learners and build their passion for the subject.

Bridgette Barrett

Reviewer: Bridgette Barrett

Expertise: Development Editor

After graduating with a degree in Geography, Bridgette completed a PGCE over 30 years ago. She later gained an MA Learning, Technology and Education from the University of Nottingham focussing on online learning. At a time when the study of geography has never been more important, Bridgette is passionate about creating content which supports students in achieving their potential in geography and builds their confidence.