C Corp | TaxConnections

28 Feb 2020

Tax Implications Of Converting An LLC To A Corporation

(Per visitor request this is an excellent article we are re-posting from TaxConnections Member John Dundon)

Recently a husband/wife owned 3 LLC’s that each successfully elected to be treated as S-corporations for federal income tax purposes by filing IRS Form 2553 – Election by a Small Business Corporation. Subsequently this great couple found themselves entertaining a rather complicated buyout offer of all 3 of their LLCs. This post addresses the tax implications of converting an LLC to a Corporation as part of a buyout strategy…

Their fundamental question:

Can the LLCs do a tax deferred corporate reorganization under IRC 351-368?

The husband/wife were concerned that their LLCs electing S corporation status might not be able to engage in a corporate reorganization because the LLC’s were comprised of ‘member interests’ and they did not have any “stock” – which is a key term in IRC 368 governing statute.

Written by John Dundon | Posted in Conversions • LLC • S-Corp

23 Oct 2018

Best Business Entity Structure After Tax Reform – S-Corp And C-Corp

There’s no easy answer to this question, though the entity choice considerations have undergone some changes due to the new tax law. For tax years beginning in 2018 and beyond, the Tax Cuts and Jobs Act (TCJA) created a flat 21% federal income tax rate for C corporations. Under prior law, C corporations were taxed at rates as high as 35%. The TCJA also reduced individual income tax rates, which apply to sole proprietorships and pass-through entities, including partnerships, S corporations, and, typically, limited liability companies (LLCs). The top rate, however, dropped only slightly, from 39.6% to 37%.

On the surface, that may make choosing C corporation structure seem like a no-brainer. But there are many other considerations involved.

Written by William Rogers | Posted in C-Corp • S-Corp • Tax Cuts Jobs Act • William Rogers

31 Aug 2018

Is Your Business Still The Right Entity Under The New Tax Rule? (Part 2)

Blake Christian - Choose Business Entity Part 2

More tips about determining the right corporate, partnership or other structure that’s best for your business—and where you are in life.

Key Takeaways:
• The legal structure of your business operations can have a significant impact on your annual income tax and estate planning.
• When you and/or your heirs expect to be at or near the maximum income tax rates, you will generally want to leave appreciated and appreciating assets in the taxable estate, rather than transfer them prior to death.
• In general, assets with the potential to appreciate in value should not be placed into an S or C Corporation.

As many of you know, The Tax Act of 2017 created a host of changes and considerations for successful business owners in their families. There are six widely used business operating structure. In Part 1 {LINK} of this article we discussed Sole Proprietorships (Schedule C), Limited Liability Companies (LLC) and Limited Partnerships. Here will take a closer look at the other three
entities: General Partnerships, Subchapter S Corporations and Subchapter C Corporations.

Written by Blake Christian | Posted in C-Corp • S-Corp • TaxConnections

28 Aug 2018

After Tax Reform, Which Is Right For You: S Corp or C Corp?

The Tax Cuts and Jobs Act has left many of today’s businesses with big questions. Incorporation remains a hot topic, but this law is shaking things up. It’s quick to assume your company should be one or the other, but without careful consideration of the facts, your organization may end up facing financial loss, hefty tax penalties or missed tax savings.

The goal of this type of incorporation is to minimize tax burdens, but the wrong decision can be costly. In a C Corp, the company pays corporate taxes to the Internal Revenue Service. But, in an S Corp, there’s no entity tax. Rather, taxes are paid through an individual return.

Written by Chuck Woodson | Posted in C-Corp • S-Corp • TaxConnections

07 Jun 2018

A Brief Overview On How Tax Reform Affects Choice Of Entity

Jim Marshall, How Tax Reform Affects Business Entity

The Tax Cuts and Jobs Act (TCJA), signed by President Trump in Dec. 2017, has significant implications for how businesses will assess the choice of entity. Prior to reform, partnerships were a very common choice of entity, but with the new provisions in TCJA, the C corporation has become an appealing option once again (but with some caveats).

The assessment by the National Law Reviewprovides details on these signficant developments in choice of entity. In general it makes a helpful point: the entity choice will continue to involve a number of considerations, such as the makeup of the investor base, capitalization structure, borrowing requirements, likelihood of distributing earnings, state tax environment, compensation and benefit considerations, participation of owners in the business, presence of foreign operations, and sale or exit strategies.

Written by Jim Marshall | Posted in Tax Cuts & Jobs Act • TaxConnections

05 Jun 2018

A Brief Overview On How Tax Reform Affects Choice Of Entity

The assessment by the National Law Review provides details on these significant developments in choice of entity. In general it makes a helpful point: the entity choice will continue to involve a number of considerations, such as the makeup of the investor base, capitalization structure, borrowing requirements, likelihood of distributing earnings, state tax environment, compensation and benefit considerations, participation of owners in the business, presence of foreign operations, and sale or exit strategies.

Written by Kazim Qasim | Posted in C-Corp • Tax Reform

25 May 2018

Tax Professionals – Question Of The Week For You!

Tax Advisor’s – What Are Your Thoughts On This Question Of The Week?

My client has an 1120-F entity and wishes to convert it to a C-Corp or S-Corp. Is there a way to do this without any tax implications? He is a US citizen and the corp has two buildings that generate rental income.

Written by Kat Jennings | Posted in 1120-F • C-Corp • Form 1120-F • Rental Income • Rental Property Tax • S-Corp • TaxConnections

24 May 2018

S Corporations vs. C Corporations In 2018

Many of you are wondering how the new tax rate changes will impact you. Obviously, we can’t answer that off the top of our heads as each person’s situation is different, and in many cases, experts are still trying to figure out how the changes will play out. One of the biggest changes is the corporate tax rate reduction to a maximum of 21% versus the maximum tax rate for individuals being around 37%.

The new tax legislation becomes effective January 1. That means many business owners are now considering whether to reorganize themselves as C corps.

Written by Lisa Nason | Posted in C-Corp • S-Corp

30 Apr 2018

Passthrough Entity Straddle Tax Shelter

The Internal Revenue Service and the Treasury Department have become aware of a type of transaction, described below, that is being used by taxpayers for the purpose of generating deductions. This notice alerts taxpayers and their representatives that the tax benefits purportedly generated by these transactions are not allowable for federal income tax purposes. This notice also alerts taxpayers, their representatives, and promoters of these transactions of certain responsibilities that may arise from participating in these transactions.

Written by TaxConnections Admin | Posted in Passthrough Entity Straddle Tax Shelter

04 Jan 2018

Entity Classifications Under The New Tax Act

Welcome to 2018 and your new 2018 Tax Laws. If you are not aware, there is a new Tax Law that will affect all of you in our Professional care this year.

We know, understand and respect that each of your company’s DNA is unique. There are no simple answers to complex questions. Lately, the U.S. business media is abuzz with ideas and recommendations relative to the “best” corporate structure. While these are generic and generalized suggestions, some might have merit; there is little value without considering all the factors surrounding a business including, but not limited to: Read More

Written by Daniel Morris | Posted in 2018 Tax Law

23 Sep 2016

Corporations: Changes For 2016

One of the most positive aspects of my job is to talk to people who come in with their start-up ideas. Whether those are tried & tested ideas or totally out of the box schemes, the excitement at starting something new is always palpable. It’s like planning a baby’s room or buying a new house.

Written by Manasa Nadig | Posted in 2016 Tax Changes • Corporate

22 Sep 2015

IRS: Only 25% of Potential IC-DISC Tax Benefits Being Captured

Closely-held companies that export have a tax-savings opportunity by creating an Interest Charge – Domestic International Sales Corporation (IC-DISC). While about 6,000 small and medium businesses take advantage of the tax incentives of an IC-DISC, the IRS statistics suggest that only about 25 percent of the potential IC-DISC benefits that are available are actually being captured.

Understanding IC-DISCs

The IC-DISC is a creature of the Internal Revenue Code that provides a significant tax incentive for business owners who manufacture and export. Small to mid-size businesses can set up a separate corporation that elects to be treated as an IC-DISC. Businesses can allocate approximately half of the profits from export sales to this entity. Read More

Written by Doug Eckert | Posted in IC-DISC