An S corporation (sometimes referred to as an S Corp) is a special type of corporation created through an IRS tax election. An eligible domestic corporation can avoid double taxation (once to the corporation and again to the shareholders) by electing to be treated as an S corporation.
To be considered an S corp, you must first charter a business as a corporation in the state where it is headquartered. According to the IRS, S corporations are “considered by law to be a unique entity, separate and apart from those who own it.” This limits the financial liability for which you (the owner, or shareholder) are responsible.
What makes the S corp different from a traditional corporation (C corp) is that profits and losses can pass through to your personal tax return. Consequently, the business is not taxed itself. Only the shareholders are taxed. There is an important caveat, however: any shareholder who works for the company must pay him or herself reasonable compensation. Basically, the shareholder must be paid fair market value, or the IRS might reclassify any additional corporate earnings as wages.
Before you form an S Corporation, determine if your business will qualify under the IRS stipulations, eg domestic corporation, no more than 100 shareholders, shareholders must be individuals, certain trusts, or estates, and a shareholder cannot be a partnership, corporation or non-resident alien..
To file as an S Corporation, you must first file as a corporation. After you are considered a corporation, all shareholders must sign and file Form 2553 to elect your corporation to become an S Corporation.
Once your business is registered, you must obtain business licenses and permits. Regulations vary by industry, state and locality.
There is always the possibility of requesting S Corp status for a limited liability company, even a sole owner LLC. You’ll have to make a special election with the IRS to have the LLC taxed as an S corp using Form 2553. And you must file it before the first two months and fifteen days of the beginning of the tax year in which the election is to take effect.
The LLC remains a limited liability company from a legal standpoint, but for tax purposes it’s treated as an S corp.
Most businesses need to register with the IRS, register with state and local revenue agencies, and obtain a tax ID number or permit.
All states do not tax S corps equally.
Your corporation must file the Form 2553 to elect “S” status within two months and 15 days after the beginning of the tax year or any time before the tax year for the status to be in effect.
