Latest News

What Is A C Corporation? Your Complete Guide to C Corps

define c corporation

IRS Form 2553, “Election By a Small Business Corporation,” is required to be filed with the IRS to switch a C Corporation to S Corporation status for federal taxation purposes. To understand how much you could save in taxes by forming an S Corporation, check out our S Corporation Tax Calculator. Potential business owners have plenty of business types to choose from. Limited liability companies (LLCs), corporations, and sole proprietorships are just a few to consider. If a corporation sounds the most appealing, then let’s take a look at a C corporation.

Is Apple an LLC?

Apple Enterprises, LLC.

A C corporation is preferred compared to other forms of business for high income/high tax bracket owners. However, a C corporation has disadvantages as well, such as double taxation, high expense to start, and complex regulations and formalities. A C Corporation is a business structure that allows the owners of a business to become legally separate from the business itself. This allows a company to issue shares and pass on profits while limiting the liability of the shareholders and directors. A C corporation is required to hold at least one meeting each year for shareholders and directors. Minutes must be maintained to display transparency in business operations.

C-Corporation Requirements

At most, the shareholders may lose the amount they have invested, but their personal assets remain unaffected by the losses and indebtedness of the corporation. The greatest concern in the case of sole proprietorship and partnership structures is that your life savings may be jeopardized by losses incurred in the business. If someone sues the corporation, its shareholders are liable only to the extent of their investment. Shareholders cannot be held personally liable for anything related to the business of the corporation. To obtain S corp status for a certain year, you must file Form 2553 by March 15 for corporations operating on a calendar-year basis. Corporations operating on an alternative fiscal year (and who have business reasons for doing so) can file no later than the 15th day of the third month of the fiscal year.

This person keeps records of all company-related matters and actions. This can include board of directors and shareholder meeting minutes. If shareholders request certain records, it’s the secretary’s duty to complete these requests. None of these restrictions apply to C corporations, which can help the company grow larger.

Overview: C corp vs. S corp

This means that the asset’s recipient receives a taxable gain on the asset that they received from the corporation. A new business may come with certain assets, like land or buildings. These assets are transferred to the C Corp entity so that it may conduct business. Over time, assets may rise in value (like land, for example) and be worth more to the C Corp now than they were at their initial purchase.

define c corporation

Although the term “corporation” usually refers to C corporations, there are other forms of this business structure, as well. Forming a C Corporation can be tricky, so let us do the hard work for you. Incfile has helped form thousands of businesses, and our experts are always here for you. Incorporate your business with Incfile for as little as $0 plus the state fee and get a free Registered Agent for an entire year. Each state has different rules, regulations, and fees when it comes to forming a C Corp.

Corporate Taxation When Issuing Dividends

Business ownership is a journey that takes time, money, and dedication. Before getting down to the hard work of building a brand, you’ll need to first decide which business entity makes the most sense for you. Unlike in the case of dividends (which are paid on equity), there is no tax on repayment of debts.

Although C corporation taxation is generally thought of as a disadvantage, this is not always the case. For example, when the corporate tax rate is lower than the personal tax rate, pass-through taxation may not be such define c corporation a big advantage. A corporation’s board of directors is elected by shareholders and is responsible for overseeing corporate business and affairs. Corporate officers carry out the day-to-day management of the corporation.

Case Study: Cutting Corporate Taxes

S-Corps are pass-through entities, meaning the profits and losses will pass through the business, instead reported on the owner’s personal tax returns. In spite of this benefit, S-Corps also have limitation to their number of shareholders and they are limited to one class of stock. You can learn more about the Delaware S-Corp on our website to decide which tax status is best for your business. Another frequently referenced C-Corp benefit is the limited liability protection that comes with this type of company.

  • This is where an asset purchased for lower price (like $500) and is now valued at $1000 after transfer to the corporation provides a gain of $500 to the original owner of the land or other asset.
  • If you have incorporated as a C Corp, the gains, or profits, made by the company are distributed to its shareholders and taxed twice.
  • At most, the shareholders may lose the amount they have invested, but their personal assets remain unaffected by the losses and indebtedness of the corporation.
  • However, by law, the board may not declare a dividend if such a declaration would leave the corporation insolvent.
  • If the owner of a corporation guarantees a loan in his personal capacity, he becomes personally responsible to pay back the amount so guaranteed.

It must be included in the shareholder’s personal income tax return and taxes paid on the amount received. A C-corp is the most common type of corporation—essentially the default variety. Named for the subchapter of the Internal Revenue Code—subchapter “C”—under which its tax designation is described, tax reasons are what make a C-corp a C-corp. Shareholders must then pay taxes on personal income at the individual level for any gains realized from dividends.


When a C corporation pays income taxes, it should use IRS Form 1120 to report its corporate income taxes. In addition, the company may also have employment, social security, or Medicare tax liabilities. Sometimes called a benefit corporation, B corporations are something of a hybrid between C corps and nonprofit enterprises. They support various public benefits, but they additionally pay out to their shareholders. States can require these corporations to submit annual reports to prove that they are indeed furthering their chosen cause, and to what extent. An S corporation is one that has made an election with the IRS to be taxed differently than a C corporation.

A foreign corporation is a corporation incorporated or formed in another state or country. Let’s say that Diego and Chloe want to go into business together. Various friends and family members support their idea to the extent that they buy shares in the business, raising capital to fund its operation.

S corp benefits

A qualified corporation is a foreign corporation that has qualified through the Secretary of State. Doing business is defined as actively engaging in any transaction for the purpose of financial gain or profit. The corporation remains in existence from the date the Secretary of State endorses the Articles of Incorporation and continues until it formally dissolves. Have you heard of 401(k) business financing — or Rollovers for Business Startups (ROBS)?

  • This applies to shareholders, officers, employees, and directors.
  • C-corps can be compared with S corporations and limited liability companies (LLCs), which also separate a company’s assets from its owners, but with different legal structures and tax treatment.
  • As we noted, C corporations are separate taxpayers for federal income tax purposes.
  • Since corporations exist separately from shareholders, they have what’s called “perpetual existence.” This means that the company can continue operating even if the owners leave or die.
  • This person keeps records of all company-related matters and actions.
  • Limited liability companies (LLCs), corporations, and sole proprietorships are just a few to consider.
  • Financial statements may be presented on any comprehensive basis, including an income tax basis.

They must hold director and shareholder meetings, keep corporate minutes, and allow shareholders to vote on major corporate decisions. A C corporation has to appoint and continually maintain a registered agent and registered office in the state of incorporation. Also, a less widely known tax aspect of C corporations is that with the proper planning, owners could avoid, or significantly lessen, double-taxation by using other tax-savings https://www.bookstime.com/ strategies available to C corps. For example, owners may be able to keep earnings in the business for reasonable purposes (instead of distributing any taxable dividends). The difference between an S corporation and a C corporation has to do with how they are taxed for federal income tax purposes. It also has to do with certain restrictions the Internal Revenue Code places on S corporations that C corporations do not have to deal with.

Related Posts

Lasă un răspuns

Adresa ta de email nu va fi publicată. Câmpurile obligatorii sunt marcate cu *