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  • Actual for You - The 'S' Corporation is a Dinosaur

    Organizing Your Office For Maximum Productivity With The Right Office Equipment
    A good office {even if it is a home office) is one that is well organized and tidy, such that it creates an atmosphere that is suitable for working efficiently and effectively. The importance of a tidy, clutter-free office cannot be overstated in maximizing productivity and setting oneself well on the path to success.Initially, organizing an office might seem like a tedious chore, but once done, it is sure to make such a difference to the ambience that makes work a fun activity one eagerly looks forward to. Innumerable studies and experts on produc
    istributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
  • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
  • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiati
    From Better To Best - Corporate Branding
    Have you ever wondered how multi-national companies like McDonalds, Coca-cola, Microsoft, Apple, Intel, Motorola, Sony and UPS came up with their names? Just think, if these companies have some lame or forgettable brand name, would they be as big as they are now? Every company starts out by thinking of a name. A law firm, for example, commonly uses the names of its associates, like Smith, Johnson and Brown Law Firm. The name of a woman's specialty shop should be something sensual and exciting, like Victoria's Secret or Bare Essentials. A clothing line sho
    The ‘S’ corporation is a dinosaur. It has been over-rated and overused as a ‘knee-jerk’ default entity choice when in fact its usefulness is limited to specific circumstances. Many well-meaning advisers have for years urged their clients to use the ‘S’ corporation based upon outdated case law or cocktail party conversations that were a poor substitute for continuing education. As a practical matter, the ‘S’ corporation’s utility is severely limited, primarily because it restricts flexibility, ownership choices, tax savings and liability protection.

    The LLC is usually a better choice. Here’s why.

    • Limited Liability Companies (‘LLCs’) do not burden you with the same formalities required of corporations under state law in most case. Failure of corporations to observe specific formalities can easily result in ‘piercing the corporate veil’, making the owners personally liable;
    • LLCs do not have the severe Ownership Restrictions that ‘S’ Corporations do. This allows LLCs much better flexibility in planning for Asset Protection. Thus unlike ‘S’ corporations, LLCs can be owned by Limited Partnerships and trusts that are not likely to be pierced in a lawsuit;
    • Tax court cases in the 21st Century have undermined the old argument that anything paid in excess of salary or bonus is a ‘dividend’ not subject to self-employment social security or Medicare taxes. In 2001 the court ruled all payments made to a sole officer were fully subject to self-employment taxes since it held that the payments were wages and not distributions of net income. In 2002 the same conclusion was reached when a professional accounting corporation was before the Tax Court.
    • ‘S’ corporations must allocate ordinary income and losses as well as capital gains the same to all shareholders. By contrast, an LLC can allocated them to LLC members who can benefit from them, and this allocation is not required to be made to all.
    • ‘S’ corporations often have loans between the corporation and its shareholders. Under state law, the board of directors are typically required to pass written resolutions to approve the particulars of loans between the ‘S’ corporation and an ‘interested party’ in order to avoid both legal and tax complications. When auditing, the IRS always asks for the documentation, looking in the corporate record book for resolutions and minutes and for the required promissory note. If the documentation is insufficient, the IRS can deem loan repayments as ‘taxable distributions’. Then ‘S’ status may be revoked, causing large negative tax consequences for the shareholders going back to past tax years.
    • Limited Liability Companies do not have the same problem. LLCs members have flexibility in making capital contributions to the Company and thus they can avoid having to characterize the transfer as a ‘loan’ to the company.
    • LLCs have what are known as ‘capital accounts’. Each member has one. Unlike the old ‘S’ corporation, contributions of cash or distributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
    • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
    • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiatio
      Shrink Wrap Tubing
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      aw in most case. Failure of corporations to observe specific formalities can easily result in ‘piercing the corporate veil’, making the owners personally liable;
    • LLCs do not have the severe Ownership Restrictions that ‘S’ Corporations do. This allows LLCs much better flexibility in planning for Asset Protection. Thus unlike ‘S’ corporations, LLCs can be owned by Limited Partnerships and trusts that are not likely to be pierced in a lawsuit;
    • Tax court cases in the 21st Century have undermined the old argument that anything paid in excess of salary or bonus is a ‘dividend’ not subject to self-employment social security or Medicare taxes. In 2001 the court ruled all payments made to a sole officer were fully subject to self-employment taxes since it held that the payments were wages and not distributions of net income. In 2002 the same conclusion was reached when a professional accounting corporation was before the Tax Court.
    • ‘S’ corporations must allocate ordinary income and losses as well as capital gains the same to all shareholders. By contrast, an LLC can allocated them to LLC members who can benefit from them, and this allocation is not required to be made to all.
    • ‘S’ corporations often have loans between the corporation and its shareholders. Under state law, the board of directors are typically required to pass written resolutions to approve the particulars of loans between the ‘S’ corporation and an ‘interested party’ in order to avoid both legal and tax complications. When auditing, the IRS always asks for the documentation, looking in the corporate record book for resolutions and minutes and for the required promissory note. If the documentation is insufficient, the IRS can deem loan repayments as ‘taxable distributions’. Then ‘S’ status may be revoked, causing large negative tax consequences for the shareholders going back to past tax years.
    • Limited Liability Companies do not have the same problem. LLCs members have flexibility in making capital contributions to the Company and thus they can avoid having to characterize the transfer as a ‘loan’ to the company.
    • LLCs have what are known as ‘capital accounts’. Each member has one. Unlike the old ‘S’ corporation, contributions of cash or distributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
    • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
    • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiati
      Dealing With The Public-Not Always A Barrel Of Monkeys!
      Dealing with the public is not easy! That’s a wide open statement if I might say so myself, so allow me to try to explain and I am smart enough to know full well that at times, I too”am” the public.For the past 37 years I have been self employed always servicing the public whether it was in my restaurant, my clothing store or my gift shop. There has to be a pill out there specifically designated to take prior to servicing the public. The public can be nice; they can be easy, they can be agreeable “but” not often. It seems to me that the more he
      es since it held that the payments were wages and not distributions of net income. In 2002 the same conclusion was reached when a professional accounting corporation was before the Tax Court.
    • ‘S’ corporations must allocate ordinary income and losses as well as capital gains the same to all shareholders. By contrast, an LLC can allocated them to LLC members who can benefit from them, and this allocation is not required to be made to all.
    • ‘S’ corporations often have loans between the corporation and its shareholders. Under state law, the board of directors are typically required to pass written resolutions to approve the particulars of loans between the ‘S’ corporation and an ‘interested party’ in order to avoid both legal and tax complications. When auditing, the IRS always asks for the documentation, looking in the corporate record book for resolutions and minutes and for the required promissory note. If the documentation is insufficient, the IRS can deem loan repayments as ‘taxable distributions’. Then ‘S’ status may be revoked, causing large negative tax consequences for the shareholders going back to past tax years.
    • Limited Liability Companies do not have the same problem. LLCs members have flexibility in making capital contributions to the Company and thus they can avoid having to characterize the transfer as a ‘loan’ to the company.
    • LLCs have what are known as ‘capital accounts’. Each member has one. Unlike the old ‘S’ corporation, contributions of cash or distributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
    • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
    • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiati
      Outsourcing Can Help Grow Your Business
      Small business outsourcing refers to a decision to sub-contract some or all of the duties in the company. The main motive or reason is to allow the company to invest more money, time and human resources into important activities and building strategies, which can help to fuel company growth.There is a lot of competition in today's markets and it is always changing. A company must focus on improving productivity and yet, cut down costs. Therefore, a lot of tasks that use up precious time, resources and energy, are being outsourced.Outsourcing
      ications. When auditing, the IRS always asks for the documentation, looking in the corporate record book for resolutions and minutes and for the required promissory note. If the documentation is insufficient, the IRS can deem loan repayments as ‘taxable distributions’. Then ‘S’ status may be revoked, causing large negative tax consequences for the shareholders going back to past tax years.
    • Limited Liability Companies do not have the same problem. LLCs members have flexibility in making capital contributions to the Company and thus they can avoid having to characterize the transfer as a ‘loan’ to the company.
    • LLCs have what are known as ‘capital accounts’. Each member has one. Unlike the old ‘S’ corporation, contributions of cash or distributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
    • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
    • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiati
      Incomplete Accounting Records
      The accounting records of many smaller non-profit organisations such as clubs, cultural societies and small undertakings are often kept by means of a single entry accounting system. Nevertheless, details of the financial activities of such organisations and undertakings are available in different documents such as bank statements, invoices, accounts, wage sheets and minute books.There are two major disadvantages to such incomplete (non-double entry basis) accounting records: (1) a great deal of useful information may be lost. It is possible to pr
      istributions of case are typically not ‘taxable events’ if guidelines are followed. An LLC member’s capital account can be increased or reduced according to whether a transaction is a contribution to capital or a distribution. Because there’s no requirement of the LLC to make distributions on a pro-rata basis, the LLC avoids stumbling over the same speed bumps and negative tax consequences.
    • When an ‘S’ corporation makes a distribution of assets to shareholders, it is required to recognize ‘gain’ for tax purposes whereas an LLC is not required to recognize gain when its members receive a distribution of assets.
    • When selling the business, LLCs have better flexibility in dealing with the tax and financial consequences, making negotiations with a prospective buyer more simple and less worrisome.
    Keep the Big Picture in Mind. On balance, there are still some very limited circumstances when the old ‘S’ corporation may still be useful. However in the bigger scope of things, the benefits and simplicity of using the LLC outweigh the utility of an ‘S’ corporation, regardless of its usefulness in the 20th Century. Investors and business owners concerned about liability, risk manages, financial privacy, and tax-efficiency should use the LLC as the preferred entity of choice. In the 21st Century, the LLC is the preferable alternative and the national trends in company registrations confirm it.

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