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seeking advice from BUSINESS GURUs!!!

Joined
7 September 2003
Messages
2,992
Location
Newport, CA
first off, i want to thank everyone in advanced for any input and help.

i am setting the ground works to launch a small home-based business. because of the sensativity and nature of the business concept, i'm going to keep the actual business idea vague for now...

but here's what i do have....

1) a small home based business (internet/ e-commerce platform)
2) no partners / just doing it by myself
3) looking for most beneficial way of starting the business

so what should i do to lay out the ground works? register? (i'm sorry, not to knowledgable about the backend to starting up a business).... what is recommended: LLC, sole prop, corp, etc?

thanks again!
 
Re: seeking advice from BUSINESS GURUs~!!!

What's up D? Go with the LLC in most cases. Corps. require too much paperwork to stay in compliance. A LLC will protect you just as well as a corp. I have a book at home you can read if you like that will give you much more info.
 
Re: seeking advice from BUSINESS GURUs~!!!

phoenix said:
What's up D? Go with the LLC in most cases. Corps. require too much paperwork to stay in compliance. A LLC will protect you just as well as a corp. I have a book at home you can read if you like that will give you much more info.

I think you're confusing an LLP or a Sole-Proprietor with an LLC? LLC is a corporation same as any other (LLC, Inc, Ltd, Corp. etc. are synonymous). Please correct me if I'm wrong. You're right about the paperwork though.

You'll need to do effective accounting no matter what you do. Learn it or find yourself a good CPA. They can do the incorporation for you too if you decide to do it. Incorporation can be a headache (though a small one), but it has benefits making it worth doing.

Other things... Keep your business and personal transactions seperate. Don't buy personal items just because you might be able to take a tax deduction-- if you don't need it, don't buy it. Look at expeditures by what they give back (return on investment), not what they cost. Expect to succeed, but be prepared to fail-- knowing what you'll do in both scenarios ahead of time is helpful I think. Don't ever underestimate the value of excellent customer service; it can make good companies out of mediocre products. Build in as much efficiency at the start as you can afford, it'll pay dividends when you grow and keep your costs low if you don't.

There is much, much more believe me. You'll learn it as you go-- that's half the fun. or not.
 
Re: seeking advice from BUSINESS GURUs~!!!

The reason you'd want a LLC or Corp is to delay taxes, or to limit personal liability (the main reason).

If your business will not subject you to liability, and you're okay with paying taxes on the income (you can still deduct reasonable business expenses), then I would recommend a Sole Proprietorship.

The Sole Proprietorship allows you to start a business without spending hundreds of dollars to incorporate, and the added continued legal and accounting fees associated with the formal organization.

I have a friend who was going to start a business venture with his former boss. He spent a few thousand dollars in legal fees to incorporate, and the venture fell apart before it even started. This was money out of pocket, simply wasted. So go SP if you can, you can always incorporate later if you wish, once the business proves profitable.

Otherwise a LLC or S-Corp might do you good.
 
Re: seeking advice from BUSINESS GURUs~!!!

NsXMas said:
The reason you'd want a LLC or Corp is to delay taxes, or to limit personal liability (the main reason).

If your business will not subject you to liability, and you're okay with paying taxes on the income (you can still deduct reasonable business expenses), then I would recommend a Sole Proprietorship.

The Sole Proprietorship allows you to start a business without spending hundreds of dollars to incorporate, and the added continued legal and accounting fees associated with the formal organization.

I have a friend who was going to start a business venture with his former boss. He spent a few thousand dollars in legal fees to incorporate, and the venture fell apart before it even started. This was money out of pocket, simply wasted. So go SP if you can, you can always incorporate later if you wish, once the business proves profitable.

Otherwise a LLC or S-Corp might do you good.

based on the type of product/service i'm offering, i really can't think of too many liability issues... but i do also want ot be on the safe side... do LLC's get more tax benefits than a sole prop? some have recommended i do a sole prop with a dba ?
 
Re: seeking advice from BUSINESS GURUs~!!!

My CPA said a few of her clients had used these guys to set up a Corp or LLC.
I did not use them as I was already set up, nor do I personally know anyone that has....

Corp FAQ's for them HERE.

-j-
 
Re: seeking advice from BUSINESS GURUs~!!!

Incorporating can be very easy in some cases -- simply filing out a form and writing a small check. I've had a home based S-Corp for over four years -- just a side hobby to my full-time career. Yes, there is some basic paperwork that needs to be maintained to stay in complaince, yet it's not that difficult at all -- in Oregon. Good Luck!
 
Re: seeking advice from BUSINESS GURUs~!!!

Go with the S corp.

I hope your business isn't stuffing mail or sending "packages" to Eastern Europe...
 
Re: seeking advice from BUSINESS GURUs~!!!

DDankew said:
Go with the S corp.

I hope your business isn't stuffing mail or sending "packages" to Eastern Europe...

haha.... not even close.... whuts an S corp vs. regular corp, inc, etc? GOOOSshhh.... so much stuff... :confused:
 
Re: seeking advice from BUSINESS GURUs~!!!

"S" stands for subchapter S which is a type of corporation where the income and tax burden funnels through the personal tax returns of the owners by means of a K1 statement (not unlike a W2 for corporations). It has restrictions on the types of stock that can be issued (only one type) and how many shareholders the corporation can have (one-hundred). Most small businesses apply for the subchapter S designation.

The alternate is a "C" which can be viewed as the typical corporate entity.
 
Re: seeking advice from BUSINESS GURUs~!!!

I've been thru this stuff a few times so hopefully I can help...

In general, it is good to have a corporate entity (of any type, C-Corp, S-Corp, LLC) to legally seperate you from your business. If a customer, vendor or employee wants to sue the business for whatever reason, your personal & family assets are generally fully protected (unless you committed some type of illegal activity or fraud).

As for the different corporate entities.

A C-corp is geared for big companies, often times with shareholders. A C-corp is its own tax entity - that is, it must file and pay its own taxes. There is usually a "double-tax" effect with a C-Corp. Say a C-corp makes $1m in profit, it will pay tax of around $400,000 on that profit. The corporation then pays the balance of the profit ($600,000) to the owner or shareholders as a dividend, on which the individuals pay personal income tax of another $240,000. So $360,000 of the $1m in profit actually reaches the owners. Also, non-human entities can own shares in a C-Corp, such as trust, another corporation, etc.

Chances are a C-Corp is not for you.

An s-corp is not a separate tax entity, the profit from the business is filed and paid for by the owners of the s-corp. So say an s-corp makes $1m in profit, that $1m will show up on your personal income tax (via a schedule K1) on which you would pay $400,000 and pocket $600,000. No double tax. The trade-off, however, is that the tax liability is now on you personally. Say the company makes $1m in profit (on paper) but only has $200k in cash and and $800k in accounts receivable (customers own you money). You'll have the $400k to pay the IRS but will not have enough cash to do so. Also, say you decide to shut-down the company. With a c-corp, anything owned to the IRS dies when the company files for dissolution. With an s-corp, the tax liability does not die when the company is shut down - it will stay with you. Also, s-corp owners must be human beings - no trusts, no other corporation, etc. as shareholders.

BTW, an s-corp has a one-time election to convert to a c-corp. A c-corp cannot convert to an s-corp.

What about an LLC? An LLC with a single owner (called a member, not a shareholder) is what the IRS calls a disregarded entity, that is, you can handle the filing and paying of the LLC's taxes on your personal tax, same as a DBA. With multiple members, the process becomes similar to the s-corp. Unlike an s-corp, an LLC may have members of the human and non-human ilk. There are other benefits of an LLC in terms of managing decision rights and profit sharing rights amongst the owners (like law firm with various levels of partners and partner bonuses), but those probably don't apply to you, unless you are going to have "partners" in your business.

In california, all corporations must pay an annual state franchise tax. The LLC franchise tax is either $800 or $1300 per year. S-corp and c-corp tax is based on the number of shares the corporation has created, but figure a similar amount annually. If you are thinking - "I won't be a California LLC, I'll be a Nevada LLC" - if the company is based in California you will need to register as a "foreign" LLC operating in California and will be subject to the same franchise tax.

In summary:

C-corp; Another complete set of taxes to file annually (state and federal). Double tax on profits. Company retains benefit of losses. Annual franchise tax. Full protection of pesonal liabilities and assets. Cannot "write-off" home employment and self employment costs on tax. About $1k in franchise tax.

S-corp; File taxes with your personal tax. No double tax on profits. Also recognize losses of the company on your personal tax (assuming that you have invested at least as much as the loss). Company tax liabilities become your personal tax liabilities. Convertable to c-corp. Cannot "write-off" home employment and self employment costs on tax. About $1k in franchise tax.

LLC; File taxes (if you are the sole owner of the LLC) as if you were a sole proprietor or DBA. No double tax on profits. Can "write-off" home employment and self employment costs on tax (as long as you are the sole owner). About $1k in franchise tax.

You can always start up as a DBA. Until you have customers and/or employees, there is really no one to come after you with a potential lawsuit, nor any tax liabilities. When the business grows, form either a S-Corp or LLC. An sole-owner LLC, from a tax standpoint, is the same as a sole proprietor. As the company grows, the LLC can evolve to meet your needs - partners, investors, etc. No franchise tax (double check that in your county, it may be different).

Hope this helps.
 
Re: seeking advice from BUSINESS GURUs~!!!

An S-corp can be very beneficial if you are in the sort of business where you need the same kind of things for business as you would likely buy for personal use. My field requires almost annual upgrades for computers, software, Television and audio equipment... In other words, crap I would be buying (mostly) anyway. All that CapEx is deductible at the corporate level, as long as you have bought it for legitimate business use.

That you also use it to visit NSX Prime is your business.
 
Re: seeking advice from BUSINESS GURUs~!!!

TC said:
I've been thru this stuff a few times so hopefully I can help...

In general, it is good to have a corporate entity (of any type, C-Corp, S-Corp, LLC) to legally seperate you from your business. If a customer, vendor or employee wants to sue the business for whatever reason, your personal & family assets are generally fully protected (unless you committed some type of illegal activity or fraud).

As for the different corporate entities.

A C-corp is geared for big companies, often times with shareholders. A C-corp is its own tax entity - that is, it must file and pay its own taxes. There is usually a "double-tax" effect with a C-Corp. Say a C-corp makes $1m in profit, it will pay tax of around $400,000 on that profit. The corporation then pays the balance of the profit ($600,000) to the owner or shareholders as a dividend, on which the individuals pay personal income tax of another $240,000. So $360,000 of the $1m in profit actually reaches the owners. Also, non-human entities can own shares in a C-Corp, such as trust, another corporation, etc.

Chances are a C-Corp is not for you.

An s-corp is not a separate tax entity, the profit from the business is filed and paid for by the owners of the s-corp. So say an s-corp makes $1m in profit, that $1m will show up on your personal income tax (via a schedule K1) on which you would pay $400,000 and pocket $600,000. No double tax. The trade-off, however, is that the tax liability is now on you personally. Say the company makes $1m in profit (on paper) but only has $200k in cash and and $800k in accounts receivable (customers own you money). You'll have the $400k to pay the IRS but will not have enough cash to do so. Also, say you decide to shut-down the company. With a c-corp, anything owned to the IRS dies when the company files for dissolution. With an s-corp, the tax liability does not die when the company is shut down - it will stay with you. Also, s-corp owners must be human beings - no trusts, no other corporation, etc. as shareholders.

BTW, an s-corp has a one-time election to convert to a c-corp. A c-corp cannot convert to an s-corp.

What about an LLC? An LLC with a single owner (called a member, not a shareholder) is what the IRS calls a disregarded entity, that is, you can handle the filing and paying of the LLC's taxes on your personal tax, same as a DBA. With multiple members, the process becomes similar to the s-corp. Unlike an s-corp, an LLC may have members of the human and non-human ilk. There are other benefits of an LLC in terms of managing decision rights and profit sharing rights amongst the owners (like law firm with various levels of partners and partner bonuses), but those probably don't apply to you, unless you are going to have "partners" in your business.

In california, all corporations must pay an annual state franchise tax. The LLC franchise tax is either $800 or $1300 per year. S-corp and c-corp tax is based on the number of shares the corporation has created, but figure a similar amount annually. If you are thinking - "I won't be a California LLC, I'll be a Nevada LLC" - if the company is based in California you will need to register as a "foreign" LLC operating in California and will be subject to the same franchise tax.

In summary:

C-corp; Another complete set of taxes to file annually (state and federal). Double tax on profits. Company retains benefit of losses. Annual franchise tax. Full protection of pesonal liabilities and assets. Cannot "write-off" home employment and self employment costs on tax. About $1k in franchise tax.

S-corp; File taxes with your personal tax. No double tax on profits. Also recognize losses of the company on your personal tax (assuming that you have invested at least as much as the loss). Company tax liabilities become your personal tax liabilities. Convertable to c-corp. Cannot "write-off" home employment and self employment costs on tax. About $1k in franchise tax.

LLC; File taxes (if you are the sole owner of the LLC) as if you were a sole proprietor or DBA. No double tax on profits. Can "write-off" home employment and self employment costs on tax (as long as you are the sole owner). About $1k in franchise tax.

You can always start up as a DBA. Until you have customers and/or employees, there is really no one to come after you with a potential lawsuit, nor any tax liabilities. When the business grows, form either a S-Corp or LLC. An sole-owner LLC, from a tax standpoint, is the same as a sole proprietor. As the company grows, the LLC can evolve to meet your needs - partners, investors, etc. No franchise tax (double check that in your county, it may be different).

Hope this helps.


TC - thanks so much man... this summary generally helps me out a lot... looks like i can cross off c-corp....

i have no partners or employees. this will be a one man show, and just me doing. so now, i'm not too sure to do sole prop, s-corp or llc.... i do like the idea of being able to write off things... and i'm assuming as a sole prop, that can't be done?
 
Re: seeking advice from BUSINESS GURUs~!!!

JDMnsxR said:
so what should i do to lay out the ground works? register? (i'm sorry, not to knowledgable about the backend to starting up a business).... what is recommended: LLC, sole prop, corp, etc?
thanks again!

I strongly recommed you visit your local Borders or Barnes and Noble. They will have books specific to setting up a new business in your state. You need to learn about incorporating and the various types, applying for a TAX I.D. number (see IRS.gov) for more on this. You also need to learn about the tax collection requirements for your home State, filing for a fictitious name, the need for an occupational license and a myriad of other things. They will have books specific to your State which will cover all of these topics.

Getting bits and pieces of info on a mesage board is not the way to go.
 
Re: seeking advice from BUSINESS GURUs~!!!

TC said:
BTW, an s-corp has a one-time election to convert to a c-corp. A c-corp cannot convert to an s-corp.

All Corps are C Corps, some have just filed for subchapter S for tax benefits.
This election of subchapter S can be done at any time, but must be filed prior to March 16th to be in effect for that tax year - after the 15th filing will then qualify the next tax year for Sub S.


-j-
 
Re: seeking advice from BUSINESS GURUs~!!!

JDMnsxR said:
i have no partners or employees. this will be a one man show, and just me doing. so now, i'm not too sure to do sole prop, s-corp or llc.... i do like the idea of being able to write off things... and i'm assuming as a sole prop, that can't be done?

You can write things off with a sole prop - you simply fill out schedule C on your 1040 tax return. It's two pages - fill in the blanks with your business expenses. Of course, you need to keep good records in case you are audited.

Let's assume that you invest $20,000 to get your company going - you rent some servers, buy hosting services, supplies, hire a software consultant to get things up and running, etc. And let's assume that you have no revenue in the first year - getting started and all. And let's assume that you kept your day job where you earn $100,000.

With a C-corp, the company will have a loss of $20,000, which it can retain to offset future profits. You would pay tax on your $100k of income, say $40k, leaving you with $60k.

With a sole prop, you will show that $20,000 of expense on Schedule C, which reduces your taxable income to $80k. You pay tax on that $80k, say $32k. So your business really only cost you $12k.

Similarly, with an LLC (sole owner), you can also simply fill-out schedule C and have the same benefit.

With an S-corp, the tax filing gets more complicated but the math is generally the same, you will be able to take that $20k loss from the business on your personal income tax.

My suggestion is that you start with a sole prop - it is very simply to start and the tax side of things is schedule C on your regular tax filings (both fed and state). There is no state franchise tax - there may be a local tax in your county but it would likely only be $100 or so. You main obligation would be to keep good records of business expenses. You would also be able to claim part of your household expense if you operated the business from your house, particularly if you have a particular room in the house dedicated exclusively to the business (office, den, garage, etc.).

As the business gets going, form an LLC. If you are the sole owner, the tax side of things won't change - still schedule C. You'll pay a franchise tax to the state but will have the benefit of legally separating your personal life/assets from the business (with the exception of tax liability).

When the business really gets going and/or when you take on a business partner(s), the tax paperwork gets more complex but you will still have the benefit of claiming losses on your personal income tax.

Good luck. I'm curious to know that your business will be doing - so please let us know once you get started.
 
Re: seeking advice from BUSINESS GURUs~!!!

jimmycinla said:
All Corps are C Corps, some have just filed for subchapter S for tax benefits.
-j-

This is incorrect and exactly why I suggested that he go get specific reading material at the bookstore instead of relying on anonymous and often incorrect information for a sports car message board.

A "C" corporation is common business slang to distinguish a corporation whose profits are taxed separate from its owners under subchapter C of the Internal Revenue Code, from an S corporation, whose profits are passed through to shareholders and taxed on their personal returns under subchapter S of the Internal Revenue Code.
 
Re: seeking advice from BUSINESS GURUs~!!!

jimmycinla said:
All Corps are C Corps, some have just filed for subchapter S for tax benefits.
This election of subchapter S can be done at any time, but must be filed prior to March 16th to be in effect for that tax year - after the 15th filing will then qualify the next tax year for Sub S.
-j-

I was paraphrasing - yes, all corporations are corporations, C corp and S corp are IRS taxation designations. But my point, I believe, is still correct in that when a corporation is formed and it elects subchapter-S taxation status, it can subsequently elect subchapter-C taxation status, but then that's it. No flip-flopping between C/S taxation methods is allowed. correct?

Also, the big, big benefit of S-corp taxation is on the sale of the business. Let's assume our frield sells his business (asset sale) in a couple of years for $1m. If he is taxed as a c-corp, the $1m will be taxed twice, whereas with s-corp status, it will be taxed once. The difference is probably $250k or so of realy money.
 
Re: seeking advice from BUSINESS GURUs~!!!

Hugh said:
This is incorrect and exactly why I suggested that he go get specific reading material at the bookstore instead of relying on anonymous and often incorrect information for a sports car message board.

A "C" corporation is common business slang to distinguish a corporation whose profits are taxed separate from its owners under subchapter C of the Internal Revenue Code, from an S corporation, whose profits are passed through to shareholders and taxed on their personal returns under subchapter S of the Internal Revenue Code.

When you originally charter a corporation within your state it is a subchapter C Corporation. It only becomes a subchapter S when you file your election for such with the IRS and the IRS approves, ultimately all Corporations begin as subchapter C's which was my point.

-j-
 
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Re: seeking advice from BUSINESS GURUs~!!!

TC said:
I was paraphrasing - yes, all corporations are corporations, C corp and S corp are IRS taxation designations. But my point, I believe, is still correct in that when a corporation is formed and it elects subchapter-S taxation status, it can subsequently elect subchapter-C taxation status, but then that's it. No flip-flopping between C/S taxation methods is allowed. correct?

Also, the big, big benefit of S-corp taxation is on the sale of the business. Let's assume our frield sells his business (asset sale) in a couple of years for $1m. If he is taxed as a c-corp, the $1m will be taxed twice, whereas with s-corp status, it will be taxed once. The difference is probably $250k or so of realy money.

A subchapter-C corporation who then elects subchapter-S then revokes the sub-S cannot file for a new sub-S designation for 5 years.

-j-
 
Re: seeking advice from BUSINESS GURUs~!!!

so based on the fact that:

1) very small scale business
2) working alone (managing, etc)
3) very little liabilities (since no employees, and not really selling anything that might endanger anyone)
4) would like best tax benefits for home based business
5) and easy to file/manage/pay taxes

what do you guys vote i should do?
 
Re: seeking advice from BUSINESS GURUs~!!!

JDMnsxR said:
so based on the fact that:

1) very small scale business
2) working alone (managing, etc)
3) very little liabilities (since no employees, and not really selling anything that might endanger anyone)
4) would like best tax benefits for home based business
5) and easy to file/manage/pay taxes

what do you guys vote i should do?
i vote you reconsider #3.

my experience in today's world is there are very few businesses / services today where there are "very little liabilities". i have see companies shut down and owners lose their life's work due to their refusal to factor in fairly common liability risks.
 
Re: seeking advice from BUSINESS GURUs~!!!

NsXMas said:
Liabilties aside (if there are truly no risks), I would recommend a sole proprietorship - least cost to start up.

hm.... how are the tax benefits of working a home baesd business as a sole prop?
 
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