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Incorporation & LLC Filing Services in Mission Viejo, CA
Mission Viejo LLC Filing & Incorporation Services
Laguna Legal Corporation / LLC Filing Services
Limited Liability Company (LLC) is a corporate structure whereby the members of the company cannot be held personally liable for the company’s debts or liabilities. Limited liability
companies are essentially hybrid entities that combine the characteristics of a corporation and a partnership or sole proprietorship.
A Corporation or Incorporation is a legal entity that is separate and distinct from its owners.
Corporations enjoy most of the rights and responsibilities that an individual possesses; that is, a corporation has the right to enter into contracts, loan and borrow money, sue and be sued, hire employees, own assets and pay taxes.
The cost to set up a Corporation or LLC is $950. This includes:
The above items include everything you need to open a new bank account for the newly formed business.
Contact us to schedule a Consultation meeting if you would like to discuss the requirements for a Corporation or LLC or would like to discuss your options and obtain additional information. You should also speak with your accountant or CPA regarding which entity is best for your particular situation.
C Corporations are subject to double taxation; that is, one tax at the corporate level on the corporation’s net income, and another tax to the shareholders when the profits are distributed. S Corporations have only one level of taxation. All of their income is allocated to the shareholders.
However, C Corporations have greater tax planning flexibility and can shield shareholders from direct tax liability. C Corporations are not listed on your personal tax return. In addition, S Corporations are subject to limitations, such as the number of shareholders they can have.
- Both C & S Corporations are owned by their Shareholders
- LLC’s are owned by their Members
- Both C & S Corporations: No personal liability of shareholder
- LLC’s: No personal liability of members
- C Corporations: Most states allow one-person corporations; some require two or more shareholders
- S Corporations: Same as C corporation, but no more than 75 shareholders permitted
- LLC’s: Some states still require two members but California allows a single member LLC
- Both C & S Corporations: Board of directors
- LLC’s: Ordinarily members; or managers if the LLC has specified a managing member
- Both C & S Corporations: No effect
- LLC’s: In some states, dissolves unless remaining members vote to continue business
- C Corporations: Transfer of stock may be limited under securities laws or restrictions in Articles or Incorporation or Bylaws
- S Corporations: Same as C corporation –but transfers limited to persons and entities that qualify as S corporation shareholders
- LLC’s: Unanimous consent of nontransferring members may be required under state law or operating agreement
- Both C & S Corporations: Annual meetings of shareholders required and minutes
- LLC’s: Operating agreement necessary; meetings not normally required
- C Corporations: Initial shareholders (in some states, cannot invest with promise to perform services or contribute cash in the future)
- S Corporations: Same as C corporation –but cannot issue different classes of stock with different financial provisions
- LLC’s: Members (may invest with promise to perform services or contribute cash in the future)
- C Corporations: Flexible; outside investors (may offer various classes of shares); bank loans backed by shareholders’ personal assets (if corporation has insufficient credit history); may go public if need substantial infusion of cash
- S Corporations: Generally same as C corporation –but can’t have foreign, partnership or corporate shareholders; must limit number of shareholders to 75; can’t offer different classes of stock to investors except for shares without voting rights
- LLC’s: Capital contributions from members; bank loans backed by members’ personal assets (if LLC has insufficient credit history)
- C Corporations: May change to S corporation by filing simple tax election within 75 days of new fiscal year
- S Corporations: Generally same as C corporation –may terminate S tax status to become C corporation but cannot reelect S status for five years after
- LLC’s: May change to general or limited partnership or corporation; paperwork involved
- Both C & S Corporations: Issuance or transfer of stock subject to state and federal securities laws or must qualify for securities laws exemptions
- LLC’s: Probably not, if all members are active in business
- C Corporations: Owners who want limited liability and ability to split income between themselves and a separately taxed business
- S Corporations: Owners who want limited liability and individual tax rates to apply to business income; must be willing to meet initial and ongoing S corporation requirements
- LLC’s: Owners who want limited liability and either pass-though or corporate taxation (see below); particularly beneficial for distributing profits in a non-proportional method to capital contributed
- C Corporations: Taxed at corporate rates
- S Corporations: Individual tax rates of shareholders. no profits retained
- LLC’s: Individual tax rates of members, unless LLC elects corporate taxation
- C Corporations: Tax-deductible fringe benefits for employee-shareholders; may fully deduct medical insurance premiums and reimburse employees’ medical expenses
- S Corporations: Employee-shareholders owning 2% or more of stock are restricted from corporate fringe benefits under partnership rules
- LLC’s: Can get benefits associated with partnership or corporation, depending on tax treatment of LLC
- C Corporations: Yes, upon filing Articles of Incorporation with state corporate filing office
- S Corporations: No; must meet requirements and file tax election form with IRS (and sometimes state); revoked or terminated tax status cannot be re-elected for five years
- LLC’s: Yes, with IRS; unless LLC wished to elect corporation tax treatment; most states treat LLC same as IRS for state income tax purposes
Taxes are not due when the entity is formed, but there is an annual tax of $800 per year due to the Franchise Tax Board.
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We will prepare and file all necessary paperwork and serve all parties. The entire process can be discussed in a Consultation prior to engaging our services.
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We’ve been providing Southern California with Excellent Legal Document and Divorce Mediation services since 1998.
We service the following counties: Orange, Los Angeles, San Bernardino, Riverside, San Diego, San Luis Obispo, Kern, Santa Barbara, Ventura and Imperial.
Laguna Legal Headquarters
24800 Chrisanta Drive, Suite 200
Mission Viejo, CA 92691