Because of the one-class-of-stock restriction, an S corporation cannot allocate losses or income to specific shareholders. Allocation of income and loss is governed by stock ownership, unlike partnerships or LLCs taxed as partnerships where the allocation can be set in the partnership agreement or operating agreement.
An S corp can own an LLC. However, an LLC would generally not be able to own an S corp. An exception to this rule is if the LLC 1) is a single-member LLC that is treated as a disregarded entity for federal income tax purposes and 2) meets the eligibility requirements to be an S corporation shareholder.
There are fewer restrictions on who may hold ownership interests in an LLC. Ownership requirements will vary from state to state, but generally speaking, and subject to any existing business-related state restrictions, an S corporation will be eligible to be a member of an LLC.
The biggest difference between S corporations and LLCs is how they are taxed. S corporations are taxed as pass-through entities, meaning that the profits and losses are passed through to the shareholders' personal tax returns, while LLCs can choose to be taxed as either a pass-through entity or a corporation.
Wondering how to form an S-corp if you have an LLC? It may take a few steps, but it is by no means complicated. You need to file a specialized tax form to make an S-corp election. This form, called the S-corp Form 2553, must be completed by all shareholders involved.
File proper change of ownership paperwork in Illinois If you sell your entire LLC, paperwork must be filed with the Secretary of State using form CBS-1 within 10 days of the sale. Partial ownership transfers will be recorded on the LLC's next annual report.
Once your LLC or C corporation formation is approved by the commonwealth, you need to file Form 2553, Election by a Small Business Corporation, to get S corp status.
LLC taxed as an S corporation First, an LLC would need to elect to be taxed as a corporation by filing Form 8832, Entity Classification Election. After that, an LLC can then file a Form 2553, Election by a Small Business Corporation, to elect tax treatment as an S corporation.