S Corporation With Two Shareholders In Minnesota

State:
Multi-State
Control #:
US-0046-CR
Format:
Word; 
Rich Text
Instant download

Description

The document is a resolution for an S corporation with two shareholders in Minnesota, establishing the corporation's intention to elect S Corporation status under the Internal Revenue Code and state tax code. Key features of the form include authorization for corporate officers to execute necessary documents, the ratification of prior actions taken by officers, and the directive for officers to submit election documents to the IRS and state taxing authority. This resolution is crucial for ensuring that the corporation benefits from potential tax advantages under S Corporation status. For attorneys, this form serves as a vital instrument in facilitating the legal process of corporate tax election, while partners and owners find it essential for protecting their interests and ensuring compliance. Paralegals and legal assistants can utilize this resolution to assist in organizing corporate governance documentation, ensuring that all required steps are taken to establish S Corporation status. The form is designed to be straightforward, allowing users with varying levels of legal experience to understand and complete it effectively.
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FAQ

However, one of the limitations of an S corporation is that it can have a maximum of 100 shareholders (stockholders). If the number of shareholders exceeds this limit, the corporation may lose its S corporation status and be subject to different tax regulations.

LLCs can have an unlimited number of members; S corps can have no more than 100 shareholders (owners).

To qualify for S corporation status, the corporation must meet the following requirements: Be a domestic corporation. Have only allowable shareholders. Have no more than 100 shareholders. Have only one class of stock.

To form an S Corporation in Minnesota, you'll need to file Articles of Incorporation with the Secretary of State. Once the corporation is established, you'll need to file IRS Form 2553 to elect S Corporation status.

Advantages: There is no limit on the number of owners a corporation may have, thus allowing the corporation to raise substantial amounts of capital, the life of the business can continue beyond the death of any of the owners, the liability of the owners is limited to the amount of their investment in the firm.

An S corporation can have only one class of stock, although it can have both voting and non-voting shares. Therefore, there can't be different classes of investors who are entitled to different dividends or distribution rights. Also, there cannot be more than 100 shareholders.

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S Corporation With Two Shareholders In Minnesota