S Corporation With One Shareholder In Michigan

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Multi-State
Control #:
US-0046-CR
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Word; 
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Description

This document is a resolution that allows a corporation in Michigan with a single shareholder to elect S Corporation status according to the Internal Revenue Code and state tax code. It outlines the authority granted to corporate officers to perform necessary actions, including the execution of documents required to establish this election. The form is specifically tailored for scenarios where a sole shareholder seeks the tax benefits associated with S Corporation status, which can include pass-through taxation and reduced self-employment taxes. Filling out the form involves specifying the corporation's name, date of resolution, and the necessary signatures from directors. This form is particularly useful for attorneys, partners, and legal assistants tasked with corporate governance, as it ensures compliance with IRS regulations while streamlining the election process. The resolution must be recorded accurately to provide a transparent record of corporate decisions. For legal professionals, understanding this procedure is essential for advising clients effectively on tax benefits and compliance matters.
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FAQ

With certain exceptions, a corporation is treated as having only one class of stock if all outstanding shares of stock of the corporation confer identical rights to distribution and liquidation proceeds. The regulations then elaborate on how to analyze if there are identical distribution and liquidation rights.

Michigan recognizes the federal S corporation election and does not require a state-level S corporation election.

The CIT replaces the Michigan Business Tax; however, MBT taxpayers who have received or been assigned certain certificated credits may elect to continue to file under the MBT rather than the new CIT in order to claim such credits.

Filing as an S Corp in Michigan Step 1: Choose a Business Name. Step 2: Appoint Directors and a Registered Agent. Step 3: File Articles of Incorporation. Step 4: Create S Corp Bylaws. Step 5: Apply for an Employer Identification Number. Step 6: File Form 2553 for S Corporation Election.

Michigan Corporate Income Tax (CIT) The CIT imposes a 6% corporate income tax on C corporations and taxpayers taxed as corporations federally.

The CIT, which replaced the Michigan Business Tax (MBT) for most taxpayers, is a flat rate of 6%. You can take one tax credit with the CIT, the small business alternative credit, which offers an alternate tax rate of 1.8% of your adjusted business income.

Owners of an LLC are called “members” whereas owners of S Corp are called “shareholders.” Members can choose to manage the LLC themselves. On the other hand, shareholders must elect a board of directors, who then choose the officers to manage the S Corp.

Filing as an S Corp in Michigan Step 1: Choose a Business Name. Step 2: Appoint Directors and a Registered Agent. Step 3: File Articles of Incorporation. Step 4: Create S Corp Bylaws. Step 5: Apply for an Employer Identification Number. Step 6: File Form 2553 for S Corporation Election.

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S Corporation With One Shareholder In Michigan