Delaware Corporation vs LLC

Updated time: Jul 31, 2018 , 17:08 (UTC+08:00)

  L.L.C Company Corporation Company
Governance structure
  • All members are bound by an operating agreement.
  • The operating agreement determines all issues in the company.
  • The members may manage the company themselves or they may hire an external manager.
There are 3 tiers of power:
  • Shareholders – own the company
  • Directors – manage the major business actions
  • Officers – carry out day-to-day business activities
Federal taxation
  • IRS considers a single-member LLC to be a disregarded entity and a multi-member LLC to be a partnership.
  • The entity/partnership must fill in  a Federal Tax ID number (also called an employer identification number or EIN).
IRS taxes in 3 different ways: 

 

  • C-corporation – pays taxes on profits each year and may
    choose to distribute dividends to shareholders. If the
    shareholders are a small, tight-knit group, this is often
    referred to as double taxation.
  • S-corporation – the tax liability on the profits and losses
    of the company are passed through to the shareholders.
    They must pay the taxes.
  • Tax exempt – the company must file IRS Form 1023
    and qualify for tax-exempt status by engaging in a
    qualifying charitable, religious or public-service purpose.
Privacy
  • No annual report required
Annual report must state:
  • the corporation’s physical address
  • all directors’ names and addresses
  • one officer’s name and address


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