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Benefits of a S-Corporation

1. Limited Liability Protection

  • Just like C Corporations and LLCs, shareholders in a S Corp are not personally liable for the debts and obligations of the business.
  • Protects personal assets from lawsuits and business creditors.

2. Pass-Through Taxation (No Double Taxation)

  • Profits and losses pass through to shareholders' personal tax returns.
  • The S Corp itself does not pay federal income tax (in most cases), avoiding the double taxation of C Corporations.

3. Potential Savings on Self-Employment Taxes

  • Shareholders who work for the company are considered employees and must be paid a "reasonable salary".
  • Remaining profits (after salary) can be distributed as dividends, which are not subject to self-employment tax (15.3%).
  • This structure can lead to significant tax savings, especially for profitable businesses.

4. Credibility and Professionalism

  • Operating as an S Corp can boost your business credibility whit customers
  • Shows a higher level of formality and permanence.

5. Transfer of Ownership

  • Ownership in an S Corp is easier to transfer than in a LLC (no need to dissolve and reform the entity).
  • However, ownership transfers are subject to restictions (see limitations below).

6. Deductible Business Expenses

  • Shareholders/employees can deduct ordinary business expenses, including salaries, rent, utilities, and more.
  • Certain fringe benefits may also be deductible (though not as extensive as C Corps).

7. Can Help Avoid IRS Scrutiny

  • Being on a payroll with a W-2 salary looks more formal and may reduce audit risk compared to sole proprietorships or single-member LLCs.

Important S Corporation Limitations

  • 100 shareholder limit
  • Shareholders must be U.S. citizens or residents
  • Can only have one class of stock
  • All shareholders must agree to S Corp election
  • Must file Form 2553 with the IRS to elect S Corp status