#business-structure
Choose and optimize your business entity for tax and legal advantages
Section 541 layers a 20% federal surtax on closely-held C corporations that fail both the stock ownership and 60% passive income tests. This guide walks through Schedule PH mechanics, the dividends-paid deduction, and four ways — cash, throwback, consent, and deficiency dividends — to zero out the tax before it hits.
The Section 199A aggregation election under Reg 1.199A-4 lets pass-through owners combine commonly controlled trades or businesses before applying the W-2 wage and UBIA of qualified property limitation. This guide walks through the five eligibility tests, the Form 8995-A Schedule B disclosure, the irrevocable consistency rule, and when pooling QBI across an operating-and-leasing or multi-entity structure actually unlocks more deduction.
A breakdown of Section 355 of the Internal Revenue Code — the four statutory tests, three judicial doctrines, and the anti-Morris Trust two-year trap — illustrated with the GE, 3M Solventum, and Kellanova spinoffs.
A practical walkthrough of how Revenue Procedure 2013-30 lets businesses cure a missed Form 2553 S-corp election within three years and 75 days — no $3,500+ private letter ruling fee, no negotiation, just a checklist and a well-written statement.
FinCEN's March 2025 interim final rule narrowed the Corporate Transparency Act so U.S.-formed entities no longer file BOI reports, but foreign-formed entities registered in U.S. states still must file within 30 days, and New York's LLC Transparency Act took effect January 1, 2026 for foreign LLCs authorized to do business there.
A practical guide to fiscal sponsorship — how Model A (9–15% fees) and Model C (4–10% fees) differ, how donations flow legally, what an agreement must cover, and when a project should graduate to its own 501(c)(3).
A 2026 guide to the Series LLC: how a single master entity can hold multiple internally-isolated series, which states recognize the structure (Florida joins via SB 316 on July 1, 2026), how the IRS taxes each series, the bookkeeping discipline required to keep the liability walls intact, and when separate traditional LLCs remain the safer choice.
A 2026 comparison of Wyoming, Delaware, and Nevada LLCs across real annual costs ($110–$600), charging-order statutes, single-member protection, anonymity rules, and the foreign-qualification trap that erases out-of-state savings.
A practical guide to how LLCs are actually taxed federally—disregarded entity, partnership, S-corp, or C-corp—when each classification makes sense, what the S-Corp election saves at $150K of profit, the 75-day Form 2553 deadline, and the six mistakes that most reliably trigger IRS audits.
The OBBBA made the QBI deduction permanent and raised it to 23% in 2026, expanded SALT to $40,000 through 2029, and lifted the estate exemption to $15 million. Here is how small business owners running pass-through entities, S corps, and LLCs should plan around it.
An LLC has no federal tax classification of its own — it borrows the rules of a sole proprietorship, partnership, S corporation, or C corporation. This 2026 guide breaks down every regime, the actual rates that apply, the income thresholds where the S-corp election starts paying off, and the state and self-employment tax layers that determine your real effective LLC tax rate.
There is no single small business tax rate. Federal effective rates typically run 12–24% for pass-throughs and a flat 21% for C corps, with self-employment tax, the QBI deduction, and entity choice each shifting the bill by thousands per year.
