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S Corporation vs. LLC: Differences in Taxes and Liability

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An LLC is a legal structure, while an S corporation is a tax election. Many LLCs choose to be taxed as S corporations to potentially reduce self-employment taxes.

Key differences

  • An LLC is created under state law and offers liability protection.
  • S corporation status is a federal tax election available to qualifying corporations and LLCs.
  • S corporations have ownership restrictions, such as limits on the number and type of shareholders.
  • S corporations generally must pay owners who work in the business a reasonable salary.

Why owners consider it

Profits distributed beyond the owner's salary in an S corporation may not be subject to self-employment tax, which can save money at higher profit levels. Payroll, filings and compliance add costs.

Questions to ask

  1. What are my expected profits?
  2. Can I pay myself a reasonable salary?
  3. How will extra payroll and tax filings cost?
  4. Do state taxes differ?
  5. Do I plan to bring in investors?

Get advice

The best choice depends on your income and state. A CPA or tax attorney can model the savings and risks, and file the election correctly and on time.

Frequently asked questions

Can an LLC elect S status?

Yes, if it meets requirements.

Does S status change liability?

No. Liability protection comes from the legal entity.

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