LLC, S-Corp or C-Corp?
LLC vs S-Corp vs C-Corp?
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What Are The Business Entity Types?
| Owned By |  Shareholders |  Shareholders |  Members |
| Liability | Limited liability | Limited liability | A bit more liability |
| Who pays and files taxes? | Double-taxed. Corporation and Shareholders both file. | Pass through entity – tax paid only by individual shareholders. | Pass through entity – tax only paid by individual members. |
| Restrictions | Unlimited shareholders. Multiple ‘classes’ of stock are permitted. | A maximum of 100 shareholders allowed. Only one class of stock is permitted. Certain businesses aren’t eligible (e.g., insurance). | Members own the business. Less formal management structure. |
| Tax liability on sale/liquidation | Shares of certain types of corporations are eligible for a potentially significant tax exemption (i.e., $10 million or 10x the initial investment are taken tax-free). | All profit from a sale is taxed at capital gains rates. | All profit from a sale is taxed at capital gains tax rate. |
Tax liability on sale
| Owned By | Shareholders |
| Liability | Limited liability |
| Who Pays and files taxes? | Double-taxed. Corporation and shareholders both file. |
| Restrictions | Unlimited shareholders. Multiple ‘classes’ of stock are permitted. |
| Tax liability on sale/liquidation | Shares of certain types of corporations are eligible for a potentially significant tax exemption (i.e., $10 million or 10x the initial investment are taken tax-free). |
| Owned By | Shareholders |
| Liability | Limited liability |
| Who Pays Taxes? | Pass through entity – tax paid only by individual shareholders. |
| Restrictions | A maximum of 100 shareholders allowed. Only one class of stock is permitted. Certain businesses aren’t eligible (e.g., insurance). |
| Tax liability on sale | All profit from a sale is taxed at capital gains rates. |
| Owned By | Members |
| Liability | A bit more liability |
| Who Pays Taxes? | Pass through entity – tax only paid by individual members. |
| Shareholder / Member limitations | Members own the business. Less formal management structure. |
| Tax liability on sale/liquidation | All profit from a sale is taxed at capital gains rates. |
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