NEW BUSINESS SET-UP A new business can be a hassle to set up. As a business customer you will find that we try to get to know your business in depth in order to provide excellent service. When appropriate we will spend time at your work site to gain a better understanding of your business operations. Your business success depends on your focused attention. Why let tax and accounting concerns distract you from your main goals? Vision Tax Payroll provides a wide variety of business tax and accounting services. The following is a partial list of areas that we are able to assist you with:
We will help you set up your business, insuring that it runs properly. Our continued relationship insures your records are kept accurately so that you can make accurate business decisions.
CHOOSING BUSINESS ENTITY It is very important for an individual to choose the right structure from the Beginning to incorporate its business to avoid paying more taxes and facing re-structuring complexities in future. When beginning a business, you must decide what form of business entity and state is appropriate to establish your business. Your form of business determines which income tax return form you have to file. The most common forms of business are the sole proprietorship, partnership, corporation, and S corporation. A Limited Liability Company (LLC) is a relatively new business structure allowed by state statute. Legal and tax considerations enter into selecting a business structure. MOST COMMON TYPES OF ORGANIZATION: Sole Proprietorship - this is the easiest method of organizing your business. A sole proprietorship can be conducted by a single individual, or by an individual and his or her spouse. There are no specific filing requirements other than a business license and fictitious business name. The owner is taxed as an individual on the income or losses of the business. The major disadvantage of the sole proprietor is that the individual owner is personally responsible for all debts and liabilities of the business. This means that all of your personal assets, not just the assets of the business, are at risk. C Corporation - is an organization that is organized under specific provisions of the General Corporation Law. A Corporation must have corporate officers and bylaws, and must be registered with the State. In addition, the corporation will be taxed at the State and Federal level on its earnings. A corporation offers the protection from personal liability for the owners. This "corporate veil" of protection does not offer protection from liability in the case of fraud, failure to pay taxes, under capitalization of the corporation, or commingling of personal and corporate funds. S Corporation - Similar to the "C" Corporation, the "S" corporation offers all the benefits of a corporation, but with a different tax structure. S corporations pay no Federal income tax, but pay state level tax. The S corporation's shareholders report the company's income or losses on their personal tax returns. Limited Liability Company (LLC) - combines the limited liability protection of a corporation with the flexibility and pass through taxation of a partnership. Like the shareholders of a corporation, the owners (members) of an LLC are not personally responsible for the debts or liabilities of the LLC. The LLC has no limitations on who may be involved. The LLC can be managed by its members or by managers
New Corporation filing, Obtain Tax ID number (EIN), Sales Tax Vendor Application, All Permits $999.00
C-CORPORATION vs S-CORPORATION vs LLC DIFFERENCE BETWEEN S-CORPORATION & LLC While the S corporation's special tax status eliminates double taxation, it lacks the flexibility of an LLC in allocating income to the owners. An LLC may offer several classes of membership interests while an ‘S' corporation may only have one class of stock. Any number of individuals or entities may own interests in an LLC. However, ownership interest in an ‘S' corporation is limited to no more than 100 shareholders. Also, ‘S' corporations cannot be owned by ‘C' corporations, other S corporations, many trusts, LLCs, partnerships, or nonresident aliens. Also, LLCs are allowed to have subsidiaries without restriction. DIFFERENCE BETWEEN CORPORATION & LLC There are many important differences between the corporation and LLC. The entities are taxed differently. An LLC is a pass-through tax entity. This means that the income to the entity is not taxed at the entity level; however, the entity does complete a tax return. The income or loss as shown on this return is "passed through" the business entity to the individual shareholders or interest holders, and is reported on their individual tax returns. With a standard corporation, the corporation is a separately taxable entity. Corporations are treated as a separate legal taxable entity for income tax purposes. Therefore, corporations pay tax on their earnings. If corporate earnings are distributed to shareholders in the form of dividends, the corporation does not receive the reasonable business expense deduction, and dividend income is taxed as regular income to the shareholders. LLC's are less rigid in their structure than corporations, so you have more flexibility in adapting the LLC to your unique business. The Operating Agreement of a LLC can be structured in a limitless amount of ways. Formality : A corporation is a formal entity with officers and directors (at least one of each) required. A LLC, on the other hand, can be "member managed" and run in a less formal way. For small, start-up businesses, less formality means you can focus on making money rather than administrative work. DIFFERENCE BETWEEN S-CORPORATION & C-CORPORATION All corporations start as "C" corporations and are required to pay income tax on taxable income generated by the corporation. A C corporation becomes a S corporation by completing and filing federal form 2553 with the IRS. An S corporation's net income or loss is "passed-through" to the shareholders and are included in their personal tax returns. Because income is NOT taxed at the corporate level, there is no double taxation as with C corporations. Subchapter S corporations, as they are also called, are restricted to having no more than 100 shareholders.
FIND A SIDE-BY-SIDE COMPARISON BELOW: |
DESCRIPTION |
C-CORPORATION |
S-CORPORATION |
LLC (Limited Liability Company) |
Type of Ownership |
Stock, there maybe different classes. |
Stock, but only one class. But can have voting and non-voting. |
Membership Interests. There may be different classes of membership. |
Eligible Owners |
No restrictions. |
100 shareholder limit. No non-individual and no non-resident alien shareholders |
No restrictions. |
Management |
Managed by director(s) and officer(s). |
Directors and officers. |
Managed by all members or designated manager(s). |
Allocations of Ownership |
No. Dividends must be paid based upon stock ownership. |
Income, gain, and loss pass through to the shareholders based on percentage of shares owned. |
Permitted if the allocations have substantial economic effect. |
Transfer of Ownership |
Shares freely transferred. |
Shares can be transferred only to eligible S corporation shareholders |
There maybe restrictions under certain state laws. |
Liabilities and Basis |
Not increased. |
Not increased. |
Increased. |
Tax Upon Sale |
Potential double taxation. Corporation is taxed on sale of assets, shareholders taxed on dividends or capital gains tax. |
Single tax at member level. Potential built-in gains tax if corp. had appreciated property at time of S corp. election. |
Single tax at member level upon sale of appreciated assets. Generally, no tax on distribution of appreciated assets. |
Fringe Benefits |
Shareholders - Employees are eligible for most. |
2% shareholders are ineligible for certain ones. |
Members are ineligible for certain ones. |
Pass Through of Losses |
Losses not passed through. |
Losses passed through to shareholders, subject to certain restrictions. |
Losses passed through to members, subject to certain restrictions. |
Fiscal Year |
May use any fiscal year. Personal Service Corps must use a calendar year, subject to certain exceptions. |
Must use calendar year, subject to certain exceptions. |
Must use tax year of members having a majority interest in the LLC, or the tax year of all principal member if there is no majority member. |
Liability of Owner |
There is limited liability for shareholders, officers, and directors. |
There is limited liability for shareholders, officers, and directors. |
There is limited liability for owner(s) and manager(s). |
Duration |
Indefinitely. |
Indefinitely. |
Dissolves at the time specified in the Operating Agreement or upon the loss of a member unless other members agree to continue. |
EMPLOYER IDENTIFICATION NUMBER (EIN)
An Employer Identification Number (EIN) is used to identify a business for tax purposes with the Internal Revenue Service (IRS). An EIN, also referred to as a Tax Identification Number (TIN), is similar to a social security number for your business. Ever business, except for certain sole proprietorships that do not have any employees, should have a federal employer identification number (EIN). Certain nonprofit organizations for example: churches, clubs, etc., trusts, and estates must also have a EIN.
A business is required to obtain a Federal Employer ID Number if it hires employees or meets other IRS guidelines. In addition, banks usually require businesses to obtain an Employer ID Number prior to opening a business bank account.
SALES TAX SERVICES
A sales tax is a tax on consumption. It is normally a certain percentage that is added onto the price of a good or service that is purchased.
Your tax responsibilities as a new business owner, whether you start a business or buy an existing business, will vary depending on the type of organization or entity you operate. Regardless of the type of organization you choose, you and your business must comply with federal laws and with the laws of any state in which you operate your business.
If your business is required to be registered as a vendor, you must obtain a Certificate of Authority from the StateTax Department. This certificate gives your business the authority to collect the required sales and use taxes, and to issue appropriate sales tax exemption documents, including resale certificates used for purchasing inventory. If you make taxable sales before you receive the Certificate of Authority, your business may be subject to substantial penalties. A DTF-17 Application should be filed 20 days prior to Business Opening.
Accurate and timely accounting & tax return filing is a necessity for any successful business. We view our relationship with each of our clients as an ongoing partnership and strive to provide you with quality, up-to-date tax return preparation and advice.
Food Preparers, Restaurants, Food Retailers, Cigarette Vendors are also subject to Compliance with Health Department / City of Rochester Requirements. Appropriate License and Permit Applications will be needed to be filed.
In accordance with New York State General Business Law (Section 130), the County Clerk accepts and files certificates of persons conducting business under an assumed business name. These transactions are commonly referred to as DBA (Doing Business As) filings.
The General Business Law requires that individuals or partners conducting commercial activity under a name that is not their real name must file DBA certificates with the County Clerk. Filing a DBA protects the business name from use by others in the county where it is filed.
The law requires that DBA certificates contain specific language. Forms may be purchased in the Monroe County Clerk's Office. Forms are also available at some stores which carry legal stationery or business supplies. A filer may also consult with an attorney to draw-up the appropriate forms, particularly if filing a partnership.
Prior to filing an original DBA, the filer reviews business names already assigned to ensure that the desired name is available. A list is available for public viewing at the information counter of the Monroe County Clerk's Office.
Once the filer is sure the desired name is available he or she completes a DBA form. The form is presented to a clerk for filing. The fee is $30 which includes the filing, a copy for the filers records and a certified copy for proof of filing. A certified copy is normally required by banks when opening the business account(s).
DBA forms can be mailed to the Clerk's Office provided there is no conflict in the name chosen, the forms have been notarized, and a $30 check or money order made payable to the Monroe County Clerk is enclosed.
Note: The law requires that DBA certificates contain specific language. Forms may be purchased in the Monroe County Clerk's Office. Forms are also available at some stores which carry legal stationery or business supplies. A filer may also consult with an attorney to draw-up the appropriate forms, particularly if filing a partnership.
A DBA can be amended by filing the appropriate amendment forms.
Amendments can only be filed to change the business address, the business name and to add or remove (withdraw) partners. Amendments and withdrawals require a reference to the original, or most recent filing. Hence, this function is performed in the customer service area so that the previous filing can be retrieved without causing unnecessary delays for other customers at the front counter. The filing fee for the amendment is also $30.
Note: The law requires that DBA certificates contain specific language. Forms may be purchased in the Monroe County Clerk's Office. Forms are also available at some stores which carry legal stationery or business supplies. A filer may also consult with an attorney to draw-up the appropriate forms, particularly if filing a partnership.
When individuals or partners cease to conduct business, a DBA can be discontinued. A DBA is discontinued by filing the appropriate forms at the Clerk's Office.
Like amendments and withdrawals, a discontinuance requires reference to the original filing and any amendments. There is no fee for filing a discontinuance.
Note: The law requires that DBA certificates contain specific language. Forms may be purchased in the Monroe County Clerk's Office. Forms are also available at some stores which carry legal stationery or business supplies. A filer may also consult with an attorney to draw-up the appropriate forms, particularly if filing a partnership.