C Corporation

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Why choose a C corporation?

When registering a company, C corporation or C corp is the most common corporation type, but it isn’t always the top choice for small business owners. C corporations provide limited liability protection to owners, who are called shareholders, meaning owners are typically not personally responsible for business debts and liabilities. Starting a C corporation may also offer greater tax advantages because of an expanded ability to deduct employee benefits, which are most often used by growing businesses.

C corp advantages

Starting a C corporation typically provides a number of advantages:

  • Limited liability protection. Owners are not typically responsible for business debts and liabilities.
  • Unlimited owners. C corps can have an unlimited number of shareholders.
  • Easy transfer of ownership. Ownership is easily transferable through the sale of stock.
  • Unlimited life. When a C corporation’s owner incurs a disabling illness or dies, the corporation does not cease to exist.
  • Owners take reasonable salaries. Salaries paid to owners of C Corporations, though taxable to them as salary, are deducted from C Corp profits for income tax purposes.
  • Owners are not automatically taxed on business earnings. In contrast to pass-through entities like LLCs, earnings of a C Corporation are not automatically taxed to the owners. They are taxed to owners if distributed as dividends. The C Corp pays tax on its income at C Corp tax rates.
  • Raise capital more easily. Additional capital can be raised by selling shares of stock.
  • Retained earnings inside the business. A C Corp could successfully retain earnings for reasonable business needs, if it complies with the accumulated earnings tax provisions, instead of distributing them to shareholders.
  • Credibility. C Corps may be perceived as a more professional/legitimate entity than a sole proprietorship or general partnership.
  • Lower audit risk. Generally C corporations are audited less frequently than sole proprietorships.
  • Tax deductible expenses. Business expenses may be tax-deductible.
  • Self-employment tax savings. A C corporation can offer self-employment tax savings, since owners who work for the business are classified as employees.

How do you form a C corporation?

In order to register a company as a C corporation, Articles of Incorporation (sometimes called a Certificate of Incorporation, must be filed with the state and the necessary filing fees paid. Upon incorporation, C corporations are also required to adopt bylaws, hold an initial meeting of directors and shareholders, and issue shares of stock to owners. With three simple steps, starting a C corporation with BizFiling is easy. Get started.

Are You Looking for a PC?

Professional services that require state licensing (doctors, lawyers, architects, etc.) may require forming as a Professional Corporation or PC. Learn more

Located outside the U.S.?

C Corp Key Benefits

C corporations are more flexible than S corporations in terms of the number of owners (shareholders) they can have and who can be an owner. That is one reason why C corps are the business type of choice for venture capitalists when they provide funding to a business.

S Corporation vs. C Corporation: A Comparison

Keep in Mind

Corporations face the most extensive ongoing formalities of any business type. C Corporations must adopt and regularly update bylaws, hold and properly document annual meetings of directors and shareholders and more.

Business Compliance Requirements & Consequences

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