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    Incorporate or LLC in any state for only $79 plus filing fees.




A P Schweitzer is serious about business.  And we're serious about helping others stay in business for themselves.  

Choosing a business structure is one of the most important decisions a small business owner will make.  It will affect the
management of your business; how it is governed and how it is taxed.  And it will affect many other decisions that you
make down the road. Are you interested in soliciting investors?  Are you interested in liability protection?  Are you
interested in specific tax benefits?  We can help!

Unlike other incorporating companies that prepare and file just the Articles of Incorporation / Organization, we always take
the extra steps to register your company with the IRS by applying for a Federal Tax ID (an EIN) and submitting desired
entity classification and small business corporation elections.  We also register your company with your State Department
of Revenue and apply for required state tax accounts and, finally, we record your articles with your local county clerk.  We
do all of this for only $79
plus filing fees.

To better serve you we are currently working on enhancements for our online incorporating services.  We apologize for any
inconvenience.  Please call our offices during our normal business hours and we will be glad to assist you.  As our thanks
to you, we will upgrade your order to FREE overnight document delivery.

Below are some pros and cons of the most common business structures.  We encourage you to contact one of our
business experts for a consultation, or seek the advice of your current accountant before choosing a structure.


    "Sub Chapter C" Corporations










    "Sub Chapter S" Corporations










    Limited Liability Companies












    Limited Liability Partnerships








    General Partnerships







    Sole Proprietorships
Discover The Advantages.
Incorporate or LLC.
Advantages
  • No restrictions on who or how many
    shareholders may own stock
  • Various types of income do not retain its
    character as it passes to shareholders
  • Dividends distributed to shareholders
    may be taxed at a lower rate
  • Limited liability for shareholders
  • Attractive structure for investors
  • Deductable fringe benefits
Disadvantages
  • May be difficult to organize and/or dissolve
  • Corporation pays tax on earnings & profit
    and shareholder pays tax on dividends
    creating a "double tax"
  • Corporation may be subject to
    accumulated E & P Tax and AMT Tax
  • Capital losses only offset capital gains
  • Courts have disregarded limited liability
    under certain circumstances
Advantages
  • No "double tax" of C corporations
  • S corporations are not subject to income
    AMT, AE&P, or PHC taxes
  • Losses pass through to shareholders
    and may offset ordinary income
  • Stock transfers are often regulated with
    shareholder transfer agreements
  • Limited liability for all shareholders
  • Deductable fringe benefits
Disadvantages
  • May be difficult to organize or dissolve
  • Limitations on who may be shareholders  
  • All shareholders must agree to "S" status
  • May have only one class of stock
  • Shareholder employees must consider
    IRS "resonable wages" rules
  • More than 2% shareholders are limited in
    deductable fringe benefits
Advantages
  • Easier to organize than corporations
  • May have unlimited number and type of
    members
  • Limited liability for all members
  • Favorable pass through tax treatment
  • Single member LLCs treated as
    "disregarded entities" for federal taxes
  • May allocate start-up losses to investors
  • Tax free contributions of appreciated
    property
  • Liquidation of an LLC is generally a tax-
    free event
Disadvantages
  • To file as a partnership the LLC must
    have more than one member; whereas
    an S corporation may have only one
    shareholder
  • Members cannot be employees, rather
    distributive income is subject to SE tax
  • Some states may tax LLCs, while they
    may not tax partnerships
  • Businesses operating in more than one
    state may receive inconsistent treatment
  • Sale of 50% or more of interest may
    terminate LLC for federal tax purposes
Advantages
  • Easy to form as an LLC
  • Favorable pass-through tax treatment
  • Limited liability for limited partners
  • Limited partner's share of distributive
    income is not subject to SE tax
  • May regulate partners transactions
    through the use of a Partnership
    Agreement
Disadvantages
  • General partners do not benefit from
    limited liability protection
  • General partner's share of distributive
    income is subject to SE tax
  • Some employee benefits are considered
    guaranteed payments to partners and
    subject to SE tax
Advantages
  • Generally the easiest entity to organize
  • Favorable pass through tax treatment
  • Able to regulate a business partners
    transactions through the use of a
    Partnership Agreement
Disadvantages
  • No limited liability protection for partners
  • All distributive income subject to SE tax
  • Assets transferred into a partnership are
    co-owned by all partners.  No one partner
    has a claim against a specific asset
Advantages
  • No formal organization required
  • Treated as a "disregarded entity" for tax
    purposes.  No separate return required
  • Losses offset other ordinary income
  • Owner has complete control of business
Disadvantages
  • Owner personally liable for all debts of
    the business
  • All profit is subject to SE tax
  • Capital sources generally confined to
    owner's contributions and loans
Income Taxes          Business Taxes         Payroll          Incorporations          LLC Formations          Accounting          Insurance
4135 Alexandria Pike, Ste. 205    |    Cold Spring, KY 41076-6802    |    Tele:  859.635.5737    |    Toll Free:  888.55 e-file (553.3453)    |    email:  info@apschweitzer.com
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