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How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners Note: There is a new 2014 Second Edition of this book. The Second Edition has new detailed chapters about employment taxes (with representative W-2s, 940, and 941 tax forms and a discussion of payroll withholding). It shows in detail how S-corporation taxes work at the shareholder level, with representative Schedule E and 1040 tax returns. The 1120S tax return and IRS form K-1s have all been updated from the first edition. New appendices have been added, including an S-corporation tax calander to help new S-corporation owners remember the important tax dates.


How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners begins where many incorporation books leave off. Peter Hupalo, author of Thinking Like An Entrepreneur, teaches you the basics of corporate business structure. How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners will help you understand:

  • Which Business Structure Might Be Best For You

  • How To Decide Between An S-Corporation And A LLC

  • How To Choose Your State Of Incorporation

  • How To Form Your Own Corporation

  • S-Corporations

  • Par Value And No Par Value Stock

  • Issuing Shares

  • Valuing A Small Business Corporation

  • Financing A Corporation Through Equity And Loans

  • Attracting Angel Investors For Your Corporation

  • Shareholder S-Corporation Basis

  • The Accumulated Adjustments Account (AAA) And Schedule M-2

  • Filling Out The 1120S Corporate Income Tax Return

  • Special Issues For One-Person Corporations

  • The Role of Bylaws And Corporate Minutes

  • The Role of Directors And Officers

  • Withdrawing Money From Your Corporation

  • Social Security/Unemployment Insurance On Officer Salaries
  • Qualified Retirement Plans, SIMPLE-IRA, SEP-IRA

  • Worker’s Compensation Exemption For Officers

  • How To Minimize Your Taxes

  • How To Prevent Your Corporate Shield From Being Pierced

How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners

Table Of Contents


Introduction
A Note About Tax Rates And Burnt Minds

Chapter 1
Choose Your Business Structure (Wisely!)
Sole Proprietorships
Partnerships
Limited Liability Company
Corporations
S-Corporations


Chapter 2
Choose A State
Reasons For Incorporating In Delaware:
Reasons For Incorporating In Your Own State
Foreign And Domestic Corporations
And The Concept Of “Doing Business”


Chapter 3
Basis
Basis In C-corporations
More About Basis And Section 1244 Stock
Net Operating Losses And Tax Loss Carryforwards
Basis Per Share
Basis In S-Corporations
S-Corporation Distributions And Basis
Basis And Wages
S-Corporation Basis Worksheets
Loan Restoration


Chapter 4
Shares --Authorized, Issued, Outstanding
Preferred Stock (C-Corporations)
Classes Of Stock (C-Corporations)
Issuing Shares And Percentage Ownership
Shareholder Agreements, Buy-Back Agreements, And Treasury Stock
Preemptive Rights And Successive Rounds Of Financing
Par Value And No Par Value Stock
Paid-In Capital And Retained Earnings

Chapter 5
Debt And Equity Financing
Loans
Equity
Loans From Shareholders To The Corporation
Accrual Accounting And Shareholder Loans
Shareholder Leasing To The Corporation
How About Renting Office Space In Your Home To Your Corporation?

Chapter 6
Angel Investors
Private Placements And SCOR
Small Business Loans

Chapter 7
Employee Stock Options (C-Corporations)
The Angel Investor/Manager Employee

Chapter 8
Directors
Concept Of Quorum
Minutes Of The Meeting
A Board Of One And Consent Resolutions
Directors And Officers Insurance
Cumulative Voting
Close Corporations Vs. Closely-Held Corporations

Chapter 9
Officers
The President
Apparent Authority
Derivative Shareholder Lawsuits
Identifying Your Corporate Role
Treasurer, Secretary, And Vice President

Chapter 10
A Resolution For Everything
Accountable Plan To Reimburse Employee-Paid Expenses

Chapter 11
Workers’ Compensation
Unemployment Insurance
Self Insurance
Bonuses

Chapter 12
Employees And Employee Benefits

Chapter 13
Tax Strategies
The Disadvantages/Advantages Of A C-corporation
S-corporation
Income Splitting
Accumulated Earnings
Growing A Business
Company Valuation: Buying And Selling A Company
Phantom Income
Personal Holding Company
To Invest In Other Stocks And Bonds Within Or Outside The Business

Chapter 14
Retirement Plans
Qualified Plans
S-corporation Issues And The SIMPLE-IRA
SEP-IRA
Profit-Sharing Plans And Other Options
The One-Person 401(k)
The Power Of Tax-Deferred Compounding

Chapter 15
Introducing Schedule M-2 And The AAA
AAA: The Mother Of All “Basis” Accounts
Other Adjustments Account
Shareholder’s Undistributed Taxable Income Previously Taxed
Earnings And Profits (E&P)
The Order Of Distributions From The Accounts
Dividends And Distributions

Chapter 16
Sample 1120S Return: Joe’s Sex Toys Emporium
Schedule A
Meanwhile On Page 1
Moving On To Page 2 Of The 1120S
Schedule K
Page 4 Of The 1120S
Schedule M-1
** Non-Deductible Expenses **
Schedule M-2
Form K-1
** Multiple Shareholders **
Earnings Per Share Per Day And Ownership Changes
Analysis
Conclusion


Chapter 17
Forms: Sample 1120S Return: Joe’s Sex Toys Emporium, K-1

Chapter 18
A Step By Step Guide To Incorporating
Conclusion

Chapter 19
The Future
Resources
Books
Websites

Index

Available from HCM Publishing.


How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners
How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners

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