Insurance & Asset Protection

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Retirement Plans

When comparing the limited liability company (LLC) and the corporation and their unique tax implications, at one time perhaps the biggest tax advantage enjoyed by the corporation was the ability to establish retirement plans.

Combining the LLC and the Statutory Close Corporation

When comparing the limited liability company (LLC) and the corporation and the various tax implications, you may choose to create a special arrangement using both entity forms that maximizes benefits.

Self-Employment Tax Planning for Accumulated Earnings

When comparing these two entity forms and their tax implications, the corporation might provide an advantage over the limited liability company (LLC), in terms of self-employment taxes, if you intend to retain earnings within the business for some special purpose.

Self-Employment Tax Exceptions in Favor of the LLC

When comparing the limited liability company (LLC) and the corporation and the numerous tax implications, keep this in mind: Despite the many drawbacks for the LLC form when it comes to self-employment taxes, there are some factors in favor of the LLC to consider.

Professional Service Corporations Tax

When comparing the limited liability company (LLC) and the corporation, you'll need to be aware of special tax implications that specifically affect corporations, but not LLCs.

Income Tax Rates

When comparing the limited liability company (LLC) and the corporation, there are tax implications for each organizational form based on your personal tax situation.

Self-Employment Taxes

When comparing the limited liability company (LLC) and the corporation, the tax implications of paying Social Security and Medicare taxes actually turns out to be equal either way.

Accumulated Earnings Tax

When comparing the limited liability company (LLC) and the corporation, you'll need to be aware of special tax implications that specifically affect corporations, but not LLCs.

Personal Holding Company Tax

When comparing the limited liability company (LLC) and the corporation, you'll need to be aware of special tax implications that specifically affect corporations, but not LLCs.

Avoiding Double Taxation

When comparing the limited liability company (LLC) and the corporation, the tax implications of your decision will have an impact on how earnings and distributions are reported.

S Corporation Election

When comparing the limited liability company (LLC) and the corporation their tax implications are an important consideration.

Tax Implications of LLCs and Corporations

When comparing the limited liability company (LLC) and the corporation, you'll notice great differences in the ways each organizational form is charged state fees, operated under current law and taxed by the government.

Sheltering Taxes

When comparing the limited liability company (LLC) and the corporation, the tax implications of your choice may have a far-reaching effect on your future success.

Simplicity and Low Cost of LLCs vs. Corporations

When comparing the limited liability company (LLC) and the corporation, it becomes obvious that one form is much easier to administer than the other.

State Fees for LLCs and Corporations

When comparing the relative merits of the limited liability company (LLC) and corporation, simplicity/low cost and tax implications can be determining factors in choosing the organizational form for your business. State formation renewal fees are also an important consideration.

Your Likely Options

When choosing an organizational form for your business, most small business owners will usually want to form the business as an limited liability company (LLC) or a corporation.

Comparing the LLC and the Corporation

When choosing an organizational form for your business, you have many options to choose from, but some are much better than others in terms of maximizing asset protection.

Charging Orders for Corporations

In theory, the relationship among corporate shareholders is an impersonal one (as opposed to that in a partnership or limited liability company). Therefore, when satisfying an owner's personal debt liability, the law allows a creditor who has acquired the shares through attachment to participate in management of the corporation.

Charging Orders for Limited Liability Companies

The limited liability company (LLC) is a hybrid--a combination of the best elements from the corporation and the partnership. The LLC derives a non-liquidation benefit from its partnership heritage.

Charging Orders for Sole Proprietorships

The sole proprietorship is not recognized as an entity for any purpose and, accordingly, cannot own any property. Thus, the sole proprietor's business assets can always be foreclosed on and liquidated by his personal creditors, because the assets are really personal assets.

Charging Orders for Limited Liability Partnerships

Registering a general partnership as a limited liability partnership (LLP) will not be much help in avoiding a forced liquidation through a charging order because of an owner's personal debt liability.

Charging Orders for General Partnerships

General partnership law as reflected in the Uniform Partnership Act (UPA) has always embraced the liquidation view--the doctrine that the personal creditor with a charging order may foreclose on the debtor's partnership interest if the creditor can prove that it isn't fair and equitable to allow the debtor to carry on the business, with the creditor acting as a mere assignee of the business interest. This usually will not be difficult to prove in a small business setting.

Charging Orders for Limited Partnerships

In the case of the limited partnership (LP), the law takes the concept of a creditor attacking an owner's partnership interest (and not the partnership's assets) a step further. The creditor with a charging order cannot foreclose on that interest and force a liquidation of the partnership to reach the specific partnership assets, in order to satisfy the owner's personal debt liability.

Personal Debt Liability

Placing assets within a business entity (i.e., limited liability company (LLC), corporation or partnership) is sometimes touted as an asset protection device, with respect to personal debts. While this strategy has considerable merit, it is misleading because, when used by itself, it dangerously and unnecessarily exposes these assets to a high risk of loss to the business's creditors.

Business Debt Liability

One of the most important considerations when choosing an organizational form is the impact of liability on your structuring/funding decisions.