Difference between C Corp and S Corp

by Editor

You have a few options to choose from when deciding how your firm will be organized. Some choose an LLC, while others prefer an S Corporation or a C Corporation. Learn how to tell them apart and the advantages and disadvantages of some key components.

 According to IRS regulations, the C corporation is the typical (or default) corporation. A corporation that has chosen a unique tax status with the IRS is known as an S corporation, and as a result, it enjoys various tax benefits.

 The sections of the Internal Revenue Code that both business structures fall under give them their names. To choose S corporation status while forming a business, Form 2553 must be completed with the IRS, and all S corporation requirements must be met. S corporations are taxed under Subchapter S, while C corporations are taxed under Subchapter C.

 What is  An S corp?

 An S corporation (S corp) is a business entity and tax classification whose pay taxes
status defines it. By electing to be taxed under Subchapter S of the Internal Revenue Code, S corporations can forego paying corporate taxes to shift all corporate income, losses, deductions, and credits onto shareholders for federal taxation.

An S corp can avoid double taxation on corporate funds thanks to this.

Those shareholders subsequently report the payouts on personal tax returns c corp vs and taxes are calculated based on their individual income tax rates. An S corp can avoid double taxation on corporate funds thanks to this.

 Describe the C corp

 A C corp is a business that operates under the direction of a board of directors and offers stocks to shareholders. As C corporations, major US businesses like Microsoft and Walmart are subject to Subchapter C of the US Internal Revenue Code’s tax laws. However, liability and tax treatment are the two main characteristics that set C companies apart.

C corps protect their stockholders from business-related liabilities, just like S corps.

C corps protect their stockholder’s

C corps protect their stockholders from business-related liabilities, just like S corps. A C corp cannot be sued to seize the shareholders’ assets. The most unusual tax arrangement is that C corporations pay corporate income taxes, and shareholders pay additional taxes on any dividends they receive from the business. It is referred to as “double taxation.”

 A C corp is the most typical type of corporation. The state will accept your new corporation when you file articles of incorporation in your preferred state as a C corp unless you file Form 2553 and ensure all other S corp formation requirements are met.


 S vs. C corporations

 S Corporations and C Corporations can be distinguished primarily based on creation, taxation, limited liability companies, and ownership.


The default corporate structure is a C corporation. You are given the designation of C Corp when you file your state’s articles of incorporation. You must submit Form 2553 if you want to be an S Corporation. To continue to be an S Corp, more paperwork may be needed.


 Tax savings should be your first consideration when choosing an S company. The taxation of a C corp versus an S corp differs significantly.

 Profits from C corporations are taxed and reported on the company tax return for federal tax reasons. Any post-tax gains sent out as dividends to shareholders are subject to the business debts and personal income taxes, which the shareholders must disclose on their tax returns.

Corporate income tax

 By choosing S corp status for your corporation, “double taxation” can be avoided. Similar rules apply to S corporations and partnerships and sole proprietorships. Only the shareholders are taxed on the gains (or losses) and must disclose them on their tax returns because they are transmitted through the S corporation to the shareholders.

Their tax return is their only source of taxation, thus. No business tax is imposed.

Additionally, several states transfer income and losses to S company owners. However, a few states double tax S corporations.

C Corporations are subject to two forms of taxation: corporate income tax and federal income tax paid by shareholders through dividends. Tariff is passed through for S Corporations. Shareholders declare business profits and losses on their tax returns. Their tax return is their only source of taxation, thus. No business tax is imposed.


There are no limitations on the right of the C Corps. There can be as many owners as you’d want, and anyone can be an owner. S Corps can only have 100 stockholders, all of whom must be Americans.

Corporate ownerships we indicated, S corporations and C corporations are treated equally under state corporate rules. However, for the corporation to be eligible to be an S corp, the Internal Revenue Code does limit who can be stockholders.

 S corporations are limited to having no more than 100 stockholders, all of whom must be US citizens or residents. C corporations don’t have any ownership limitations.

 S-corporation benefits

 A single layer of taxation: An S corp has an advantage over a C corp because it is exempt from paying corporate income taxes. Therefore, any income transfer to shareholders is subject to personal income tax.

 A deduction of up to 20% of net “qualified business income” was made available to eligible S corp owners under the Tax Cuts and Jobs Act of 2017 (TCJA).

 Losses are passed on to shareholders of an S corporation, who might utilize them to reduce profits (subject to tax law restrictions).

An S corporation is a pass-through entity, meaning its owners and shareholders share the company’s gains and losses. Owners of S corporations are, therefore, exempt from federal corporate taxation. Shareholders who receive distributions are responsible for paying those taxes individually. The ability of S corps to reinvest profits into the business rather than paying out dividends at a significantly lower tax rate is an additional benefit of avoiding corporate business taxes.

 Disadvantages of S corps

 There is a cap on the amount of capital an S corp can obtain through the issuance of shares; for instance, S corporations are only permitted to have 100 non-corporate US citizens or permanent residents as shareholders.

 IRS agents thoroughly examine S corporations to deter taxpayers from misrepresenting taxable payments (such as employee salaries) as pass-through distributions due to their pass-through tax benefits.

 Benefits of C corporation

 An unlimited number of shareholders corporation subject to Subchapter C taxation may have a total number of shareholders.

 No limits on ownership. Anyone, including businesses and non-Americans, may own shares. Citizens.

 There are no restrictions on the classes that can be issued by an A C corp, including stock that has dividend and distribution preference.

 Lower maximum tax rate. The 2017 tax reform act removed the alternative minimum tax and reduced the corporation tax rate to a flat 21%. This percentage is lower than the top personal tax rate, which is now 37%, despite a small reduction in individual income tax rates.

 Disadvantages of C corp

 Of course, there are also negative aspects. Compared to other business structures like LLCs or sole proprietorships, C corporations might be more expensive to establish. The structural requirements (boards of directors) can complicate business operations. Additionally, they are subject to two taxes.

 Is  Double taxation worthwhile?

 The fact that C Corporations must pay a corporate tax is the primary distinction between S Corporations and C Corporations. Being a C Corp shouldn’t be a problem if you’re okay with being taxed twice: once at the business level and once at the personal level. However, you can handle profits and losses through your individual income tax and avoid paying company taxes.

 Which Is Better, a C Corp or an S Corp?

 It’s difficult to determine which business structure is preferable regarding tax treatment. The individual circumstances of the owner and the firm should be considered when deciding whether to have a C corp or an S corp.

 It is always advisable to get advice from tax and legal professionals.

Remember that it is always advisable to get the advice of tax and legal professionals when starting a business. These experts will provide you with a fundamental overview of your alternatives. It’s also crucial to remember how many companies have changed their organizational structures as they expand. So, keep in mind that you can alter your company’s organizational structure.

 Both the S corp and the C corp are legitimate business entities

Both the S corp and the C corp are legitimate business entities. Both their contrasts and their commonalities can be found. Working with tax and legal experts is crucial before deciding which one to have for your company. It’s a good idea to think about your circumstances as well. It would help if you considered your income, tax bracket, and way of life.

 Also, remember that having the correct tools is essential for success, regardless of whether your company is small or huge.

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