INCORPORATION OF S-CORPORATION ✅ BUSINESS ✅ SERVICES

Consultation on Incorporation of S-Corporation

The consultation aims to determine the optimal approach to registering an S-Corporation, taking into account tax, corporate, and legal factors. During the consultation, we analyze goals, participant composition, proposed business structure, and other key aspects influencing the choice of legal form and state of registration.

Based on the consultation results, we provide a justification for the feasibility of creating an S-Corporation and determine the preliminary cost of legal support for the following stages.

Key Stages of S-Corporation Registration Support in the USA:

Analysis and selection of the registration state.
Tax regimes, corporate legislation, and business environment are considered.

Preparation and submission of incorporation documents (Articles of Incorporation).
Includes preparing the company name, legal address, registered agent details, and share capital structure.

Obtaining an EIN (Employer Identification Number).
Registering the company's identification number with the IRS.

Filing Form 2553 to obtain S-Corporation status.
Timely processing of tax status in accordance with IRS requirements.

Opening a corporate bank account.
Preparing documentation and liaising with financial institutions.

Basic corporate support.
Developing internal regulations, appointing officers, and maintaining corporate records.

Legal support is provided in compliance with current U.S. legislation and IRS requirements for S-Corporations.

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Incorporation of S-Corporation

Concept and Features of S-Corporation

An S-Corporation is a form of corporation registered under the laws of one of the U.S. states that has elected a special tax regime under Subchapter S of the U.S. Internal Revenue Code. This status allows the company to avoid double taxation: profits and losses are distributed among shareholders and reported on their individual tax returns.

Key Requirements for S-Corporation

To obtain and maintain S-Corporation status, a company must meet several requirements set by the IRS (Internal Revenue Service). Key conditions include:

The company must be registered as a corporation (C-Corporation) in one of the U.S. states.
All shareholders must be individuals - U.S. residents or citizens.
The total number of shareholders must not exceed 100.
Only one class of stock is permitted.
The company must not be of certain types, such as a bank or insurance institution.

Taxation and Financial Structure

An S-Corporation does not pay federal corporate income tax. Instead, profits are distributed to shareholders proportionally to their shares and included in their personal tax liabilities. This helps minimize the tax burden and simplifies the tax structure compared to a traditional corporation (C-Corporation).

At the same time, an S-Corporation must maintain accounting records, file tax returns (Form 1120-S), and comply with legal requirements regarding profit distribution, payroll for participants, and other financial operations.

Legal Status and Corporate Governance

An S-Corporation is a separate legal entity and is liable for its obligations independently of its shareholders. This form provides limited liability protection for participants, clear corporate governance, and the ability to attract investments through the issuance of a single class of stock.

Corporate governance is carried out through the election of a board of directors, appointment of officers, and maintenance of corporate documentation, including meeting minutes, shareholder resolutions, and internal regulations.

Application and Benefits

An S-Corporation is suitable for small and medium-sized businesses, including family businesses, professional services, and startups with a limited number of owners. This status allows owners to optimize taxes, retain control over management, and ensure legal protection of personal assets.

This form is particularly relevant for entrepreneurs planning to operate in the U.S. and who meet IRS requirements regarding the number and status of shareholders.