03/07/2026
C & S Corporations
C Corp;
A corporation, sometimes called a C Corp, is a legal entity that's separate from its owners. Corporations can make a profit, be taxed, and can be held legally liable.
Corporations offer the strongest protection to its owners from personal liability, but the cost to form a corporation is higher than other structures. Corporations also require more extensive record-keeping, operational processes, and reporting.
Unlike sole proprietors, partnerships, and LLCs, corporations pay income tax on their profits. In some cases, corporate profits are taxed twice — first, when the company makes a profit, and again when dividends are paid to shareholders on their personal tax returns.
Corporations have a completely independent life separate from its shareholders. If a shareholder leaves the company or sells his or her shares, the C Corp can continue doing business relatively undisturbed.
Corporations have an advantage when it comes to raising capital because they can raise funds through the sale of stock, which can also be a benefit in attracting employees.
Corporations can be a good choice for medium- or higher-risk businesses, those that need to raise money, and businesses that plan to "go public" or eventually be sold.
S Corp:
An S corporation, sometimes called an S Corp, is a special type of corporation that's designed to avoid the double taxation drawback of regular C Corps. S Corps allow profits, and some losses, to be passed through directly to owners' personal income without ever being subject to corporate tax rates.
Not all states tax S Corps equally, but most recognize them the same way the federal government does and tax the shareholders accordingly. Some states tax S corps on profits above a specified limit, and other states don't recognize the S Corp election at all, simply treating the business as a C Corp.
S Corps must file with the IRS to get S Corp status, a different process from registering with their state.
There are special limits on S Corps. Check the IRS website for eligibility requirements. You'll still have to follow the strict filing and operational processes of a C Corp.
S Corps also have an independent life, just like C Corps. If a shareholder leaves the company or sells his or her shares, the S Corp can continue doing business relatively undisturbed.
S corps can be a good choice for a business that would otherwise be a C Corp, but meet the criteria to file as an S Corp.
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