Taxes, LLC, S-Corp - Blahhhhhh

LLC, S-Corp, and C-Corp all over roughly the same legal liability protection.

Maybe you were thinking of "Sole Proprietorship"?

The only scenario I can think of where an LLC or S-Corp might offer less liability protection than a C-Corp is in a post-bankruptcy situation. And that's more about tax liability than legal liability.

No I'm thinking S-Corp. I'm not sure how it works in all states but my understanding was that an S-Corp isn't even really a corporation, it's just a tax code classification. Whereas an LLC is a "Limited Liability Corporation" which does exactly what the title states, limits your liability. The fact that an LLC (and many other entities) can use the S-Corp tax accounting rules further leads me to believe that an S-Corp is just a tax shelter of sorts and provides absolutely no liability protection.
 


No I'm thinking S-Corp. I'm not sure how it works in all states but my understanding was that an S-Corp isn't even really a corporation, it's just a tax code classification. Whereas an LLC is a "Limited Liability Corporation" which does exactly what the title states, limits your liability. The fact that an LLC (and many other entities) can use the S-Corp tax accounting rules further leads me to believe that an S-Corp is just a tax shelter of sorts and provides absolutely no liability protection.

You were misinformed.
 
No I'm thinking S-Corp. I'm not sure how it works in all states but my understanding was that an S-Corp isn't even really a corporation, it's just a tax code classification. Whereas an LLC is a "Limited Liability Corporation" which does exactly what the title states, limits your liability. The fact that an LLC (and many other entities) can use the S-Corp tax accounting rules further leads me to believe that an S-Corp is just a tax shelter of sorts and provides absolutely no liability protection.

I can let you use my Google if yours is broken.
 
I can let you use my Google if yours is broken.

Mine works just fine, thanks for the offer. Here's the first 2 hits on Google for "Does an S-corp provide liability protection"

S corp FAQ: Do S Corporations offer more protection than LLCs?

Quote from there
Many people seem to think that an S corporation offers better legal protection than something like limited liability company. But this assumption is wrong--and for at least two reasons.
The first reason that this idea is wrong is that an S corporation is not real corporation. An S corporation is a fiction of federal tax law. Really, when you boil everything down to its essence, an S corporation is just a set of tax accounting rules. And many entities can use the S corporation tax accounting rules: corporations, limited liability companies, and a whole bunch of other entities as well.
The bottom line, therefore, is that an S corporation absolutely does not offer extra legal liability protection. The S corporation accounting methods provide many wonderful benefits... but extra legal protection is not one of these benefits.


And since I know how much you love when people cite Wikipedia as a source I'll include it aswell.

Although an S corporation does indeed avoid the double taxation problem, the fact of the matter is that an S corporation most assuredly provides NO liability protection. This is a common misconception, when in actuality an S corporation is merely a set of tax accounting rules as set forth by federal tax law. S corporations are merely corporations that elect to pass corporate income, losses, deductions, and credit through to their shareholders for federal tax purposes. The S corporation rules are contained in Subchapter S of Chapter 1 of the Internal Revenue Code (sections 1361 through 1379). S status combines the legal environment of C corporations with U.S. federal income taxation similar to that of partnerships.

S corporation - Wikipedia, the free encyclopedia
 
What kind of fees are they charging for payroll? Is this accurate? - Paychex 2012 - TopTenREVIEWS

It's a tiered system. I believe 1-5 people on Payroll is about that a month. 6-10 is more, etc. But yeah that's their fee on top of the taxes/pay/etc. They pull separate for everything.

They'll pull one time for their fee.
They'll pull one time for the taxes.
They'll pay one time for the person to get what they're supposed to get.
 
And since I know how much you love when people cite Wikipedia as a source I'll include it aswell.



S corporation - Wikipedia, the free encyclopedia

Did you seriously cite a section that says "The factual accuracy is disputed"?

S Corporations | Nolo.com

"An S corporation is a regular corporation that has elected "S corporation" tax status. Forming an S corporation lets you enjoy the limited liability of a corporate shareholder but pay income taxes as if you were a sole proprietor or a partner."

On top of that, you do realize that LLCs can opt to be taxed as S-corps right?
 
Did you seriously cite a section that says "The factual accuracy is disputed"?

Then disregard that source, I apologize.

S Corporations | Nolo.com

"An S corporation is a regular corporation that has elected "S corporation" tax status. Forming an S corporation lets you enjoy the limited liability of a corporate shareholder but pay income taxes as if you were a sole proprietor or a partner."
Further down on that page it states this:

You can get the benefits of limited liability and pass-through taxation by creating a limited liability company (LLC). Because an LLC offers its owners the significant advantage of greater flexibility in allocating profits and losses, and because LLCs aren't subject to the many restrictions of S corporations, forming an LLC is often the better choice.

Which leads me to believe an S-Corp is just for tax purposes and doesn't provide any additional liability protection.

On top of that, you do realize that LLCs can opt to be taxed as S-corps right?
Right so why wouldn't you enjoy increased liability protection and enjoy the same tax code filing status as an S-Corp? This statement also leads me to believe that an S-Corp is just a tax thing.
 
...Here's the first 2 hits on Google for "Does an S-corp provide liability protection"

Heh. You're digging a deeper hole. Quoting bad info doesn't make it good info. Neither does the fact that somebody posted it on wikipedia.

The real truth is yes, an "S-Corp" is a filing status. But, to get an S-Corp filing status, you have to first be a CORPORATION or an LLC. This creates 4 types of "liability protected" pairings (Company Type / Filing Type)

- LLC/LLC
- LLC/filing as S-Corp
- Corp/S-Corp
- Corp/C-Corp

The legal liabilty is roughly the same. And that's not by coincidence. An LLC was basically invented to have a business type with the same type of liability protection as a corporation, without all of the administrative hassle.

LLC's didn't even exist before the 1970's.
 
Heh. You're digging a deeper hole. Quoting bad info doesn't make it good info. Neither does the fact that somebody posted it on wikipedia.

The real truth is yes, an "S-Corp" is a filing status. But, to get an S-Corp filing status, you have to first be a CORPORATION or an LLC. This creates 4 types of "liability protected" pairings (Company Type / Filing Type)

- LLC/LLC
- LLC/filing as S-Corp
- Corp/S-Corp
- Corp/C-Corp

The legal liabilty is roughly the same. And that's not by coincidence. An LLC was basically invented to have a business type with the same type of liability protection as a corporation, without all of the administrative hassle.

LLC's didn't even exist before the 1970's.

Are you an attorney?
 
No, but I'm speaking from direct experience.

Ah so you're not qualified, just like the rest of us. ;) When I form entities I have almost exclusively used LLC's so I'm trying to understand why someone would use an S-Corp when LLC's provide better protection, pass-through income, and the tax advantages that come with it.

I have no doubt that S-corps are good from a tax standpoint but do they actually provide as good or better protection than an LLC? Sure an S-Corp owner gets the protection a shareholder would get, but what about contractual disputes? What about the debts of the company, does a S-Corp protect you from those?
 
further leads me to believe that an S-Corp is just a tax shelter of sorts and provides absolutely no liability protection.
that's probably because an s corp is a tax election and a tax election alone. your points about legal liability is irrelevant; the election is made after - or concurrent with - establishment of the company as a c-corp or llc.

when most people refer to themselves or other companies as having established an s-corp, they mean they created a c-corp and elected s-corp treatment. less often it's LLC's electing s-corp.

the legal liability discussion is pertinent to the underlying legal entity, not the fucking tax election.

discuss
 
I have no doubt that S-corps are good from a tax standpoint but do they actually provide as good or better protection than an LLC? Sure an S-Corp owner gets the protection a shareholder would get, but what about contractual disputes? What about the debts of the company, does a S-Corp protect you from those?
holy irrelevant question batman

you're getting your panties in a twist over a question completely irrelevant to S-corp discussion. contract disputes, shareholder issues, debts, etc are handled by the underlying c-corp or llc.
 
Ah so you're not qualified, just like the rest of us. ;) When I form entities I have almost exclusively used LLC's so I'm trying to understand why someone would use an S-Corp when LLC's provide better protection, pass-through income, and the tax advantages that come with it.

I have no doubt that S-corps are good from a tax standpoint but do they actually provide as good or better protection than an LLC? Sure an S-Corp owner gets the protection a shareholder would get, but what about contractual disputes? What about the debts of the company, does a S-Corp protect you from those?

pdaXT.jpg
 
On the off chance you aren't trolling:

Most of your questions don't make sense, as either a corp or an LLC can file as an S-Corp.

More generally, someone might choose a Corp/SCorp over an LCC (of either type), because:

1) They need to issue stock, or otherwise get funding without taking on partners.
2) They want to attract venture capital ( though a C-corp is better still )
3) There may be a reason to convert to a C-Corp in the future.
4) They want to do company matching on a 401k, especially for owner/employees.
 
On the off chance you aren't trolling:

Most of your questions don't make sense, as either a corp or an LLC can file as an S-Corp.

More generally, someone might choose a Corp/SCorp over an LCC (of either type), because:

1) They need to issue stock, or otherwise get funding without taking on partners.
2) They want to attract venture capital ( though a C-corp is better still )
3) There may be a reason to convert to a C-Corp in the future.
4) They want to do company matching on a 401k, especially for owner/employees.

Thanks for this.