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Can an LLC Member legally be classified as an employee? Tax implications explained

I'm in a frustrating situation with my new job and could use some tax advice. I started with a small business back in October 2023 and signed what was clearly labeled as an "EMPLOYMENT CONTRACT" - the signature line even said "EMPLOYEE SIGNATURE." Before signing, I specifically asked about my employment status to confirm I'd be a regular employee, and they verbally assured me I was. The contract included some performance-based compensation in the form of "profit units" that would vest after my first 6 months. But here's where things get weird - they haven't withheld ANY taxes from my paychecks, which seems wrong for an employee. When I brought this up, they suddenly started saying I'm actually an "LLC member" not an employee, and that I'm responsible for self-employment taxes. What's even fishier is that my paychecks are coming from a completely different entity than the one I actually do work for. Plus, I recently discovered they're claiming COVID relief funds by listing me (and others in my position) as employees - the same status they're now denying for tax purposes! I'm totally confused about my actual employment status. Are they breaking tax laws? Can someone actually be both an LLC member AND an employee of the same company? Where can I find reliable info about LLC member tax status and requirements under both state and federal regulations? This whole situation feels shady and I don't want to get caught in their tax mess.

Owen Jenkins

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Lot of good advice here but nobody has mentioned the importance of the LLC Operating Agreement! That document should specify your actual status in the company and might clarify if you're supposed to be treated as a member, manager, employee or some combination. Request a copy ASAP if you don't already have one. Also, if they're paying you from a different entity than the one you work for, that could indicate they're using a Professional Employer Organization (PEO) or some kind of employee leasing arrangement, which is actually pretty common and not necessarily shady. But if that's the case, they DEFINITELY should be withholding taxes!

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Lilah Brooks

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This is good advice. I'd also recommend checking if the LLC is treated as a "disregarded entity" for tax purposes, which is common for single-member LLCs. The tax treatment would flow through to the owner in that case, which complicates things further.

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Owen Jenkins

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Excellent point about disregarded entities. If it's a single-member LLC being treated as a disregarded entity, then the tax situation gets even more complex. In that case, the company would be taxed as a sole proprietorship, and the owner would generally be unable to be classified as an employee of their own company for tax purposes. But given that the OP mentioned "profit units" that vest, it sounds more like a multi-member LLC with some kind of equity compensation structure. In that case, the LLC operating agreement would be absolutely crucial to understand exactly what those "profit units" represent in terms of actual ownership.

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Darren Brooks

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This situation has several red flags that suggest potential tax fraud or worker misclassification. The fact that they're claiming you as an employee for COVID relief purposes while simultaneously refusing to withhold taxes is particularly concerning - that's essentially having it both ways for their financial benefit. Here's what I'd recommend doing immediately: 1. **Document everything** - Save all contracts, pay stubs, emails about your status, and any communications regarding the COVID relief claims. Screenshot or print anything that might disappear. 2. **Request your LLC documentation** - Get copies of the Operating Agreement, any amendments, and confirmation of the LLC's tax election (partnership vs. corporation). You have a right to this information as a purported member. 3. **Calculate your potential tax liability** - Since no taxes have been withheld, you're likely on the hook for both income taxes AND self-employment taxes (15.3%) if you're truly classified as a self-employed LLC member. This could be a substantial amount. 4. **Consider professional help** - This situation is complex enough that you might want to consult with both a tax professional and an employment attorney. Many offer free consultations and can help you understand your rights and obligations. The discrepancy between your "employment contract" language and their current claims about your status, combined with the different payment entity and COVID relief issues, suggests this company may not be handling worker classification properly across the board.

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Yara Nassar

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This is really comprehensive advice, thank you! I'm especially concerned about point #3 regarding the tax liability. If I've been getting paid since October 2023 without any tax withholding, am I looking at penalties for not making quarterly estimated payments? I had no idea I might be responsible for self-employment taxes on top of regular income tax - that 15.3% rate is scary when applied to months of back pay. Should I be setting aside money now for what I might owe, or is there a chance this gets resolved in my favor if it turns out I should have been classified as an employee all along?

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I just went through this exact situation a few months ago! Got an EIN for a business idea that never took off - literally zero activity, just like many of you have described. After reading through all these helpful experiences, I decided to take the "better safe than sorry" approach that several people here have recommended. I filed a Schedule C with my personal tax return showing all zeros and marked the business as inactive. The whole process took maybe 45 minutes, and the IRS processed it completely normally - no questions, no special notices, just standard acknowledgment that they received and processed the return. Having that official documentation has given me so much peace of mind. Even though everyone's right that it's not technically required when there's zero activity, the small time investment was absolutely worth it to eliminate any future uncertainty. Now I can move forward knowing I have a clean paper trail with the IRS. For anyone else dealing with an unused EIN, this thread really shows how common this situation is and how straightforward the solution can be. The consensus from people who've actually been through this process is incredibly helpful - much better than trying to interpret IRS publications on your own!

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Sienna Gomez

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@Anastasia Fedorov Thanks for sharing your experience! As someone who just joined this community, I m'amazed at how many people have been through this exact situation. It s'really reassuring to see the consistent positive outcomes from filing zero returns. I m'currently dealing with the same thing - got an EIN for an e-commerce business I was planning to start, but never actually did anything with it. Reading through everyone s'real experiences in this thread has been so helpful in understanding that this is actually a pretty common scenario and there s'a clear path forward. Your confirmation that the IRS processed your Schedule C with zeros normally, with no questions or issues, gives me confidence to take the same approach. Even though it might not be technically required, the peace of mind factor that everyone keeps mentioning really makes sense. Having that official documentation seems so much better than wondering what "if for" years to come. I think I ll'file my zero return with my next tax filing too. It s'incredible how this thread has transformed what felt like a confusing problem into a straightforward solution. Thanks to everyone who shared their actual experiences!

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Felix Grigori

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I'm in the exact same boat! Got an EIN about 4 months ago for a dropshipping business I was super excited about, but then I realized it wasn't for me after doing more research. Never opened any accounts, never made any transactions - the EIN has literally just been sitting there unused. Reading through everyone's experiences here has been such a huge relief. I was really worried I'd somehow created a tax obligation by getting that number, but the consistent message from people who've actually dealt with this is reassuring. The fact that multiple people have confirmed directly with IRS agents that unused EINs don't create filing requirements when there's zero activity really puts my mind at ease. I'm definitely going to follow the approach that so many of you have taken - filing a zero return even though it's not technically required. After hearing about the normal processing and peace of mind that @Danielle Mays, @Aisha Mahmood, @Anastasia Fedorov and others experienced, it seems like such a smart way to create that official paper trail with the IRS. Thanks everyone for sharing your real-world experiences rather than just guessing - this thread has been incredibly helpful for understanding how common this situation actually is!

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@Felix Grigori I m'completely new to this community but your dropshipping situation sounds exactly like what I went through! I got an EIN for an online retail business about 6 months ago that never got off the ground - no sales, no inventory, no business bank account, absolutely nothing. This entire thread has been such an eye-opener for me. I had no idea how many people end up in this position of getting an EIN for a business that never materializes. Reading all these real experiences has been way more helpful than anything I could find in official IRS documentation. I m'definitely convinced by the approach everyone s'been taking of filing a zero return for peace of mind. Even though it s'not technically required, hearing about the normal processing and official documentation that people like @Anastasia Fedorov and others received makes it seem like such a reasonable way to close the loop on this situation. It s amazing'how this thread has turned what felt like a potentially serious tax issue into something completely manageable. Thanks to everyone who shared their actual experiences - it s exactly'what someone new to this situation needs to hear!

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Taylor Chen

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This thread has been incredibly helpful! I'm in a very similar situation - my ex and I alternate years claiming our son, and this year it's his turn. I was resigned to filing as single, but now I understand I can still file HOH since my son lives with me more than half the time. The key insight about HOH and dependency exemptions being separate requirements is a game-changer. I've been keeping detailed records of our custody schedule anyway for other reasons, so I should have the documentation I need. One question though - when you say "more than half the year," is that based on calendar days or nights? Our custody agreement has some specifics about holidays and summer schedules that make the exact count a bit tricky to calculate. Also, has anyone here actually been through an audit on this specific issue? I'm curious how thorough the IRS review process is and what kind of documentation they found most convincing.

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Lauren Wood

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Great question about the timing calculation! The IRS uses "nights" as the measure, not calendar days. So you need to count the actual nights your son slept at your home versus your ex's home. This is specifically outlined in IRS Publication 501. For the holiday and summer schedule complications, I'd recommend creating a simple calendar and marking each night where your son stayed. Include notes about any special circumstances (like if he was with you but slept elsewhere due to travel, etc.). The IRS is pretty straightforward about this - they just want to see that more than 182.5 nights (half of 365) were spent at your residence. Regarding audits, I haven't been through one personally on this issue, but from what I've seen discussed here and in other tax forums, the IRS mainly wants to verify the living arrangement. School records showing your address, medical records with your address as primary contact, and a detailed calendar seem to be the most convincing documentation. The fact that you're already keeping detailed custody records puts you in a great position if questions ever come up!

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Just wanted to add my experience as someone who went through this exact situation last year. I was terrified about filing HOH without claiming my daughter as a dependent, but after reading through IRS Publication 501 multiple times and consulting with a tax professional, I went ahead with it. The key thing that gave me confidence was keeping meticulous records. I used a shared Google calendar with my ex to track every single night our daughter stayed at each house. I also kept copies of school enrollment forms showing my address, pediatrician records with my contact info as primary, and receipts for major household expenses like rent and utilities. When I filed, I included a brief note with my return explaining the custody arrangement and referencing the specific IRS code sections that allow HOH filing in this situation. I never heard anything from the IRS - my return was processed normally and I got my refund without any issues. The financial difference was huge - saved me about $2,800 compared to filing single. If you have your daughter more than half the nights and you're maintaining the household, you absolutely should file HOH. Just make sure your documentation is rock solid and you'll be fine.

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Owen Devar

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This is really encouraging to hear! I'm in almost the exact same situation and have been so nervous about making the wrong choice. Your point about including a note with your return explaining the custody arrangement is something I hadn't thought of - that seems like a smart way to be proactive and show the IRS you understand the rules. I've been keeping a shared calendar too, and it's actually been helpful for co-parenting in general, not just tax purposes. The $2,800 difference you mentioned really drives home how significant this decision is financially. Quick question - when you referenced the specific IRS code sections in your note, which ones did you cite? I want to make sure I'm referencing the right parts of Publication 501 if I decide to include a similar explanation with my return.

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Benjamin Carter

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I'm in the exact same boat with a 0705 cycle code and have been waiting since March! My transcript shows the 570/971 codes from May 2nd but still no letter has arrived. It's so frustrating because my return is super simple too - just W2 income and standard deduction. I've been checking my transcript every Friday morning like clockwork but nothing changes. Starting to wonder if I should just bite the bullet and try to get through to someone at the IRS directly since so many people here seem to have success once they talk to a real person. This whole process is mentally exhausting when you're waiting on money you're owed!

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Yara Khoury

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I feel your pain! The waiting is absolutely brutal, especially when you know the money is rightfully yours. Since you have the 570/971 codes from May 2nd, definitely keep an eye on your mail - sometimes those letters take forever to arrive or get lost completely. Based on what others are saying here, it might be worth trying one of those callback services if you don't see any movement soon. The mental exhaustion is real - I've been obsessively checking my transcript too and it's driving me crazy! Hang in there, it sounds like most people eventually get their refunds even if it takes way longer than it should. 🀞

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Amara Nnamani

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I'm in almost the exact same situation! Filed in late February, got the 0705 cycle code, and have been stuck with TC 570/971 codes since April 15th with no correspondence received yet. My return is super straightforward too - just W2 income and student loan interest deduction, no dependents or credits. What's driving me crazy is that my "as of" date hasn't changed in over a month, so I have no idea if they're even actively working on it. I've been checking transcripts every Friday morning religiously but it's like watching paint dry at this point. Reading through these comments is both reassuring and terrifying - reassuring that others eventually got their refunds, but terrifying that some waited 4+ months! I'm seriously considering using one of those callback services because the thought of waiting until August or September for a simple return is making me lose sleep. Has anyone noticed if there's a pattern to when the IRS finally processes these 0705 returns? Like do they tend to release them in batches or is it just completely random?

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When comparing your situation to other tax scenarios I've seen, you're in a relatively low-risk category. Unlike taxpayers with full-year Marketplace coverage claiming substantial credits, your one-month situation is much simpler. Similar to how a missing 1099-INT for small interest income rarely triggers issues, a brief Marketplace coverage period without premium tax credits typically processes smoothly. In contrast, taxpayers with complex healthcare situations involving multiple family members or significant premium credits face much higher scrutiny. Your Medicare transition is a common life event the IRS routinely processes. While getting the 1095-A is ideal, your refund timing likely won't be affected if you file without it, especially compared to those with more complex healthcare situations.

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Sayid Hassan

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This comparison really helps put things in perspective! I'm dealing with a similar Medicare transition and was panicking about my missing 1095-A. It's reassuring to know that one month of coverage is considered low-risk compared to full-year situations. I think I'll try to get the form first through the Marketplace website, but at least now I know my refund probably won't be held up forever if I can't get it quickly.

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QuantumQuasar

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I went through this exact situation two years ago during my Medicare transition! Had marketplace coverage for just February before Medicare started in March. Here's what actually happened: I filed without the 1095-A because I couldn't get through to the marketplace after multiple attempts. My refund was processed and deposited within 3 weeks - no delays at all. About 2 months later, I did receive a letter from the IRS asking me to verify my healthcare coverage, but it wasn't urgent or threatening. By then I had finally received my 1095-A in the mail (it came late), so I just mailed a copy back to them. Never heard anything more about it, and there were no penalties or additional taxes owed. The key thing that helped me was keeping records of my premium payments and knowing exactly when my coverage started and ended. Even without the official form, having those payment confirmations gave me peace of mind that I could respond to any IRS questions. Since you only had January coverage before Medicare, you're in an even simpler situation than I was. I'd say go ahead and file - your refund will likely process normally, and you can deal with any verification requests later if they come up.

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