What is the difference between S corp and C corp?

Both business structures are free, but you may need to purchase a fictitious name (also called doing-business-as) through the state. We need to start with an explanation of the S-corp because the S-corp is technically not a business structure—it’s a tax status. In 1958, Congress created the S corporation, also called the small business C Corp Vs S Corp, Partnership, Proprietorship, And Llc corporation, so that smaller businesses could get similar tax advantages as a corporation, but without the double taxation. The “S” in S corp. stands for “subchapter,” because an S corp. is a subchapter corporation. Whenincorporating a business, you’ll first form a C corp. that must meet S corp. requirements to be so classified.

If you’re a sole proprietor, you don’t necessarily need an EIN number unless you want it taxed as a corporation instead of a sole proprietorship. The owners or members of an LLC are free to choose whether the owners or designated managers run the business. If the LLC elects to have the owners occupy the company management positions, then the business would operate similarly to a partnership. To be considered a partnership, the business needs at least two owners.

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With so many businesses being formed as LLCs, why didn’t we start with this entity type first? An LLC is a legal entity only and is not recognized by the IRS as a taxpaying business structure. There is a school of thought that suggests that despite double taxation, the C corporation structure can still be tax-efficient even for small private companies. This strategy is geared https://kelleysbookkeeping.com/ toward companies that intend to scale quickly and plan to hold onto the business for many years without withdrawing dividends. The whole goal is to capitalize on the low “first layer” 21% C corporation tax rate. The big drawback to the C corporation structure is that stockholders of a C corporation generally must pay tax on the dividends they withdraw from the corporation.

• These benefits are not considered income to the employee, so they are not taxed.
• An LLC may not issue company stock, so you’ll have fewer ways than an S Corporation and C Corporation to raise capital.
• Taxes of S Corporations are rigorously investigated, and an error might lead to the cancellation of the S Corp status.
• The CT Corporation staff is comprised of experts, offering global, regional, and local expertise on registered agent, incorporation, and legal entity compliance.
• In other words, all income and profit or loss will pass through directly to your personal income tax return.

Then, once registered, send Form 2553 to the IRS to indicate you’d like to tax the business as an S-corp. File articles of incorporationif the for-profit corporation status works best to form your corporation. None of these restrictions apply to C corporations, which can help the company grow larger. For example, having more than one class of stock can help a business raise capital from investors without giving them voting rights.

Step 5: Choose One State to Form your LLC or Corporation.

Keep in mind that what I share here is for informational purposes only and is in no way meant as legal or tax advice. You should consult an attorney and accountant or tax professional to ensure you understand your options as you decide which structure will be best for your business. Mazuma is a licensed accounting firm based in Orem, Utah, and members of the AICPA. We provide professional accounting services to businesses and individuals, with a focus on small business bookkeeping and taxes. Information provided on Forbes Advisor is for educational purposes only. Your financial situation is unique and the products and services we review may not be right for your circumstances.

But forming a corporation takes more than filing articles of incorporation. The Internal Revenue Service requires that corporations choose one of two tax structures. When weighing an S corp vs. a C corp, the right choice isn’t always obvious.

Why does S-corp status exist?

This means that an LLC can attain S corp. status if it meets certain criteria. However, LLCs and S corporations require different management and shareholder structures and have unique reporting requirements. LLCs and S corporations are business structures that impact a company’s exposure to liability and how the business and business owner are taxed. One of the disadvantages of an LLC is when ownership needs an injection of cash or money. If the LLC had gotten turned down for a bank loan, it could be difficult for the owner to attract money from outside investors. A corporation might be able to raise cash from venture capitalist firms, which provide money to businesses in exchange for a share of the profits.

• A C corporation is a company whose owners or shareholders are taxed separately from the corporation itself, and whose profits are taxed on both a business and a personal level.
• Nellie Akalp is an entrepreneur, small business expert, speaker, and mother of four amazing kids.
• S-corporations can’t exceed more than 100 shareholders, effectively ruling out corporations that want to go public.
• There are advantages and disadvantages to bringing the office home with you.
• There are several other state-law entity choices depending on your state (e.g. limited liability partnership; limited liability limited partnership; limited partnership; L3C; B Corporation, among others).
• Corporations operating on an alternative fiscal year can file no later than the 15th day of the third month of the fiscal year.

C corporationprofits incur taxes that show up on the corporation’s tax return. Any after-tax profits distributed to shareholders as dividends face taxes again. Shareholders also report this income on their personal tax returns.

LLCs are beneficial for sole proprietorships and partnerships. An LLC with multiple owners would be taxed as a partnership, meaning each owner would report profit and losses on their personal tax return. Partnerships are similar to sole proprietorships when it comes to liability or taxes. Like sole proprietors, partners must pay a self-employment tax where applicable on all gains without the benefit of separately categorized and possibly untaxed distributions. A limited partnership or limited liability partnership may be an option depending on the industry and other specifics. LLC AdvantagesLLC DisadvantagesPass-through taxation avoids the double taxation of C-corps.Can’t issue shares of stock in the traditional sense.