Not Ready to Incorporate Yet?
November 28th, 2011 | 
Author: How You Can Benefit from a Corporation or LLC
Regardless of their size, all businesses can benefit from incorporating. Typically, the reason most people form a legal business structure is to safeguard their personal assets. Incorporating or forming a Limited Liability Company (LLC) helps you conduct your business free from worry that you might lose personal savings or possessions because of a business liability.
Corporate
Advantages of Forming a Corporation or LLC
- Personal asset protection. Both corporations and LLCs allow owners to protect their personal assets. In a properly structured and managed company, owners should have limited liability for business debts and obligations.
- Improved credibility. Adding “Inc.” or “LLC” after your business name can add instant authority. Consumers, vendors, and partners may prefer to do business with an incorporated company.
- Nationwide availability. All 50 states and the District of Columbia now recognize both corporations and LLCs.
- Name protection. In most states, other businesses may not file your exact corporate or LLC name in the same state.
- Ensured continuity. Corporations and LLCs exist perpetually, even if ownership or management changes. Sole proprietorships and partnerships end if an owner dies or leaves the business.
- Tax flexibility and savings. Corporations are taxed at a lower rate than individuals. Though profit and loss typically pass through an LLC and get reported on the personal income tax returns of owners, an LLC can also elect to be taxed as a corporation. Likewise, a corporation can avoid double taxation of corporate profits and dividends by electing Subchapter S tax status.
- Deductible expenses. Both corporations and LLCs may deduct normal business expenses, like salaries, before they allocate income to owners.
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Corporation
A corporation is created under the laws of a state as a separate legal entity that has privileges and liabilities that are distinct from those of its members. There are many different forms of corporations, most of which are used to conduct business. Early corporations were established by charter (i.e. by an ad hoc act passed by a parliament or legislature). Most jurisdictions now allow the creation of new corporations through registration.
An important (but not universal) contemporary feature of a corporation is limited liability. If a corporation fails, shareholders may lose their investments, and employees may lose their jobs, but neither will be liable for debts to the corporation’s creditors.
Despite not being natural persons, corporations are recognized by the law to have rights and responsibilities like natural persons (“people”). Corporations can exercise human rights against real individuals and the state, and they can themselves be responsible for human rights violations.Corporations are conceptually immortal but they can “die” when they are “dissolved” either by statutory operation, order of court, or voluntary action on the part of shareholders. Insolvency may result in a form of corporate ‘death’, when creditors force the liquidation and dissolution of the corporation under court order,but it most often results in a restructuring of corporate holdings. Corporations can even be convicted of criminal offenses, such as fraud and manslaughter. However corporations are not living entities in the way that humans are.
Although corporate law varies in different jurisdictions, there are four characteristics of the business corporation:
- Legal personality
- Limited liability
- Transferable shares
- Centralized management under a board structure
In forming a corporation, prospective shareholders exchange money, property, or both, for the corporation’s capital stock. A corporation generally takes the same deductions as a sole proprietorship to figure its taxable income. A corporation can also take special deductions. For federal income tax purposes, a C corporation is recognized as a separate taxpaying entity. A corporation conducts business, realizes net income or loss, pays taxes and distributes profits to shareholders.
The profit of a corporation is taxed to the corporation when earned, and then is taxed to the shareholders when distributed as dividends. This creates a double tax. The corporation does not get a tax deduction when it distributes dividends to shareholders. Shareholders cannot deduct any loss of the corporation.
If you are a C corporation, use the information in the chart below to help you determine some of the forms you may be required to file.
Corporations that have assets of $10 million or more and file at least 250 returns annually are required to electronically file their Forms 1120 and 1120S for tax years ending on or after December 31, 2007. For more e-file information,
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