To begin with, we are only providing general information on the different types of business entities available when opening a company. We encourage you to seek advice from your Certified Public Accountant, Enrolled Agent and or your lawyer.
Limited Liability Company (LLC)
Considered a legal entity like a corporation, the Limited Liability Company was first developed in Wyoming in 1977. This prompted several states to recognize Limited Liability Companies, however, they were not recognized by the Internal Revenue Service in 1988. Today, the Limited Liability Company is chosen more often than corporations annually.
People who choose the Limited Liability Company are usually small companies that do not foresee much growth or adding other owners. What it does do is insulate the owner/owners’ personal assets from lawsuits. One of the great things about creating a Limited Liability Company in Wyoming is you can only have one member of the company.
Unlike a corporation, Limited Liability Companies do not have a perpetual existence. Normally it is stipulated in the Articles of Incorporation that the company will dissolve in thirty years.
A C Corporation is considered a separate legal business that has a tax status that is separate from its owners. Its existence is considered everlasting.
A C Corporation also protects the shareholders personal assets. The salaries paid to the shareholders are considered business expenses. The C Corporation has to file their taxes quarterly versus a S Corporation and Limited Liability Company that file their taxes annually.
A C Corporation is taxed just like an individual. Shareholders cannot claim any business losses on their personal taxes. In order to reduce the corporate taxes, many corporation will pay their shareholders a dividend at the end of the year.
S Corporations are different from C Corporations as their tax designation allows them to ignore their income and expenses. The shareholders then pay taxes on the net income on their personal returns. They can pay their shareholders salaries as part of their business expense as well.
S Corporations have some limitations that a C Corporation does not have. You can have a maximum of seventy-five shareholders and they have to be United State Citizens. S Corporations have a fiscal year ending on December 31st of each year.
S Corporations have flexibility when it comes to allocating the shareholders income. For example, if a S Corporation has two partners and they each hold fifty percent of the company, they can pay one partner who is more involved at eighty percent and the other partner who is less involved twenty percent.
A Sole Proprietorship is the easiest business to set up. All you need to do is procure the appropriate business licenses to do business. Also, if the owner dies, the business will cease to exist immediately. Having said that, personal assets are not protected and can be seized should there be a lawsuit.
When considering opening a business, you don’t have to incorporate in the state you are doing business. You can save money by incorporating in Wyoming. Wyoming Discount Registered Agent, Inc. has been helping people incorporate their company for many years.
One of the benefits of incorporating in Wyoming is if there is a lawsuit, the lawsuit has to be tried in Wyoming. This can be costly so many lawyers will not pursue a lawsuit.