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Ask the community...

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Melissa Lin

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3 Watch out - I thought I was being clever by taking a small salary from my S-Corp ($40K) when I was actually making about $250K in profits. Got audited and ended up having to reclassify a bunch of my distributions as wages, pay back payroll taxes plus penalties. Cost me about $32K in total. My new CPA says there's no hard rule but they typically want to see at least 50-60% of profits as reasonable compensation depending on your industry. Also differs based on how labor vs. capital intensive your business is.

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Melissa Lin

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7 Oh yikes, that's exactly what I'm worried about. How did they determine what was "reasonable" in your case? Did they give you specific criteria or just decide 40K wasn't enough?

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Chloe Taylor

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They looked at several factors: what similar marketing agency owners in my area were paying themselves (they used Bureau of Labor Statistics data and some industry surveys), how many hours I was working (basically full-time), and the fact that most of my business income was directly from my personal services rather than passive investments or equipment. They also noted that I was the only employee doing the high-level work. The auditor said 40K was "unreasonably low" for someone generating 250K in a service business where I was essentially the primary revenue generator. They reclassified about 80K of my distributions as wages. The lesson I learned is that in service businesses especially, you can't get away with tiny salaries because most of the profit is directly tied to your labor.

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Sunny Wang

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The fundamental difference is corporate governance and tax structure. Public company CEOs who take $1 salaries have their compensation packages approved by independent boards of directors and compensation committees, which provides legitimacy in the eyes of regulators. Their stock options and RSUs are still subject to ordinary income tax rates when exercised/vested, plus the company pays payroll taxes on the fair market value. Small business owners face different scrutiny because S-Corp distributions avoid self-employment taxes (15.3% savings), while CEO stock compensation doesn't provide the same tax avoidance opportunity. The IRS specifically targets owner-operators who might abuse this structure. The "reasonable compensation" test for small businesses considers: your role and responsibilities, hours worked, business profits attributable to your personal services vs. capital, and what you'd pay a non-owner to do your job. There's no magic percentage - it's truly case-by-case based on these factors. Bottom line: Big company CEOs aren't actually avoiding taxes with their structure, they're just deferring timing. Small business owners using minimal salaries are potentially avoiding payroll taxes entirely, which is why the IRS watches it more closely.

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Logan Chiang

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This is really helpful - the governance aspect makes a lot of sense. I hadn't considered that public company boards provide that independent oversight layer. So essentially the IRS trusts that independent directors wouldn't approve unreasonable compensation, but they can't make that same assumption for self-dealing small business owners. Your point about deferring vs. avoiding taxes is key too. I was thinking the CEOs were getting some magical tax benefit, but they're just shifting when they pay, not whether they pay. Meanwhile I'd actually be avoiding those payroll taxes entirely on the distribution portion. Do you know if there are any safe harbors or specific documentation practices that help justify your reasonable compensation decision to the IRS if questioned?

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There aren't official IRS "safe harbors" for reasonable compensation, but there are definitely documentation practices that help if you get audited. I'd recommend keeping records that support your compensation decision: 1) Industry salary surveys or BLS data showing comparable positions in your area 2) Documentation of your actual duties and time commitment 3) Analysis of how much business income comes from your personal services vs. business assets/capital 4) Records of any third-party validation (like compensation studies or CPA recommendations) Some CPAs recommend doing an annual "reasonable compensation study" that documents these factors. It won't guarantee you won't get questioned, but it shows you made a good faith effort to comply rather than just picking an arbitrary low number. The closest thing to a safe harbor is probably ensuring your salary isn't drastically lower than what you'd find on job sites for similar roles in your industry/location. If you're within a reasonable range of market rates and can document why, you're in much better shape than someone paying themselves 20% of market value just to minimize taxes.

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Confusion About ESPP Shares and Calculating Adjusted Basis for Tax Purposes

So I'm trying to figure out my Employee Stock Purchase Plan (ESPP) tax situation and I'm completely lost on the adjusted basis calculation. Here are the details: I bought 43.7921 shares through my company ESPP on 6/15/23 at $45.82 per share (which included the 15% discount from the "Subscription FMV" of $53.91). Then I sold those exact shares just a few days later on 6/22/23 for a total of $2,986.44 (about $68.20 per share). My purchase confirmation shows the original basis was $2,006.53 with the discounted purchase price. The "Purchase FMV" listed on my statement was $71.89 per share on the purchase date. I thought I had this figured out - I was going to report these numbers in TurboTax, then indicate the basis was incorrect and enter an adjusted cost basis. My understanding was that I should add the 15% discount back to calculate the adjusted basis since that amount will be on my W-2 as ordinary income. So I calculated: 43.7921 shares Γ— $53.91 (Subscription FMV) = $2,360.82 as my adjusted basis. This would make my ordinary income $354.29 (the difference between adjusted basis and original basis). But here's where I'm confused... I just got my ESPP Disposition Summary and it says my Ordinary Income from this sale is $1,142.57! What? It looks like they're using the "Purchase FMV" price ($71.89) rather than the "Subscription FMV" price ($53.91). Am I totally misunderstanding how this works? Does it even matter since these are short-term holdings and I'll pay ordinary income tax either way? I'm so confused right now.

Olivia Garcia

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Has anyone used TurboTax to report ESPP sales? I'm trying to figure out how to adjust the cost basis correctly since my 1099-B only shows what I paid, not the adjusted basis after adding back the discount.

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Noah Lee

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I use TurboTax every year for my ESPP sales. When you enter the sale, there's an option to indicate it was an ESPP sale. Then you select "disqualifying disposition" and enter both the purchase price and the FMV on purchase date. TurboTax will automatically calculate the ordinary income portion and the capital gain/loss portion correctly. Make sure you check that the ordinary income amount matches what's on your W-2 though. Sometimes employers report it in Box 1 (wages) and sometimes in Box 14 (other income), but either way it should be included in your W-2 somewhere.

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Olivia Garcia

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That's super helpful! I was trying to manually adjust the cost basis field without using the specific ESPP option. I'll look for that option when I enter my sale information. Thanks for saving me from making a reporting error!

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Dmitri Volkov

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I went through this exact same confusion with my ESPP last year! The key thing to understand is that with a disqualifying disposition (selling within one year), the ordinary income calculation uses the Purchase FMV, not the Subscription FMV. Your ESPP Disposition Summary showing $1,142.57 in ordinary income is correct. Here's the math: 43.7921 shares Γ— ($71.89 Purchase FMV - $45.82 actual purchase price) = $1,142.57. This means your adjusted cost basis for capital gains purposes is actually $71.89 per share (the Purchase FMV), not your original purchase price. So your capital loss would be: $2,986.44 (sale proceeds) - (43.7921 Γ— $71.89) = approximately -$162.66. The total tax impact is roughly the same as you calculated, but it's split between ordinary income (taxed at your marginal rate) and capital loss (which can offset other gains or up to $3,000 of ordinary income). Make sure this ordinary income amount appears somewhere on your W-2 - usually in Box 1 or Box 14.

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Amara Chukwu

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This breakdown is really helpful! I was getting confused by all the different FMV dates, but your explanation makes it clear why the Purchase FMV is used for disqualifying dispositions. One quick question - when you mention the ordinary income should appear on the W-2, is that something that happens automatically or do I need to contact my employer? I haven't received my W-2 yet for this tax year, but I want to make sure I know what to look for when it arrives. Also, does the timing of when the ordinary income gets reported matter? Like, is it reported in the year I purchased the shares or the year I sold them?

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This is such a common confusion! I went through the exact same thing when I first started working. Here's what helped me understand it: Think of the tax year like a school year - it's a complete 12-month period that gets "graded" (filed) after it's over. So your 2024 tax year (Jan 1 - Dec 31, 2024) gets filed during the 2025 filing season (Jan - April 2025). For your March 2024 job situation, that income definitely goes on your 2024 tax return that you'll file in early 2025. Your employer should send you a W-2 by January 31, 2025 showing all the income and taxes withheld from that job. The key thing that clicked for me: we always file taxes for a COMPLETED year, never for the year we're currently living in. That's why when you file in April 2025, you're not including any 2025 income - that year isn't complete yet! And yes, the system is unnecessarily complicated. Most other countries make it much simpler, but we're stuck with this backwards-looking annual system.

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Yuki Tanaka

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The school year analogy is brilliant! That finally makes it click for me. I've been overthinking this whole thing. So basically I just need to wait for my W-2 from my old job and include that when I file in 2025, even though I haven't worked there for almost a year by then. And any new job I start this year won't matter until I file in 2026. Thanks for breaking it down so simply - sometimes the most obvious explanations are the ones that actually stick!

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StarSurfer

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This thread has been incredibly helpful! I've been working for the IRS for 8 years and I still see this confusion constantly. The "school year" analogy is perfect - I'm definitely going to start using that with taxpayers who call in confused. One thing I'd add that might help: when you get your W-2 or 1099 forms in January, they'll clearly show the tax year (like "2024") right on the form. That's your confirmation of which year's tax return those documents belong on. Also, for anyone worried about missing deadlines or filing for the wrong year - the IRS computer systems are pretty good at catching these mistakes. If you accidentally file income for the wrong tax year, you'll usually get a notice explaining the error rather than being penalized immediately. The system IS overly complicated, but once you get the basic timeline down (earn money in Year X, file taxes for Year X in Year X+1), it becomes much more manageable. Don't be too hard on yourselves for being confused - this trips up way more people than you'd think!

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Thanks so much for the insider perspective! It's really reassuring to hear that the IRS systems catch these mistakes rather than immediately penalizing people. I've been so worried about accidentally filing something for the wrong tax year and getting in trouble. Quick question since you work there - if someone does get a notice about filing income for the wrong tax year, is it usually a simple fix? Like can you just file an amended return, or does it become this huge complicated process? I'm always nervous about making any mistakes with taxes since it feels like the consequences could be severe.

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AstroAce

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I actually messed this up when getting my EIN last year for my SaaS startup. I selected "Retail" because I thought we were "selling" software. Had to file additional paperwork to correct it to "Service." Definitely go with "Service" and save yourself the headache!

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Was there any negative consequence from selecting the wrong category initially? Did it affect your taxes or cause any problems with the IRS?

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Chloe Taylor

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Great question! I went through this exact same decision process for my SaaS startup just six months ago. After consulting with both my CPA and doing research through IRS publications, I can confirm that "Service" is definitely the correct classification for SaaS businesses. The key distinction the IRS makes is that with SaaS, you're providing ongoing access to software functionality rather than transferring ownership of a product. Your customers are paying for the service of hosting, maintaining, and providing access to your software platform - they don't own the underlying code or infrastructure. I'd also recommend keeping detailed records of your subscription revenue model and service agreements from the start, as this documentation helps support your business classification if there are ever any questions down the road. The IRS guidance specifically mentions that businesses providing "access to software applications" fall under service categories rather than retail sales. Good luck with your EIN application - you're making the right choice going with "Service"!

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Emma Wilson

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This is really helpful confirmation! I'm curious about the documentation aspect you mentioned - what specific types of records should I be keeping? Are there particular elements in service agreements that the IRS looks for to validate the service classification? I want to make sure I'm setting everything up correctly from the beginning.

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Felix Grigori

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One important thing nobody has mentioned - you need to be super careful about the pro-rata rule if you have ANY existing pre-tax money in ANY traditional IRA accounts (including SEP or SIMPLE IRAs). The backdoor Roth strategy really only works cleanly if you have zero pre-tax IRA money anywhere.

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Felicity Bud

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THIS! I got hit with an unexpected tax bill because I forgot about an old 401k that I had rolled into an IRA years ago. The pro-rata rule made my "tax-free" conversion partially taxable.

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Ella Russell

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Great question about timing! I went through this exact scenario last year and here's what I learned: You're correct that you can report the full $7,000 on Form 8606 even if you only have a 1099-R for $4,000 at the time you file. The IRS expects you to report ALL contributions made for the tax year, regardless of when you received the supporting documents. A few key points to keep in mind: 1. Make sure to designate your March contribution as a "2024 contribution" when you make it (your broker should ask) 2. Keep detailed records of both contributions with dates and amounts 3. The 1099-R you receive for the March conversion will be for tax year 2025, so you'll report that conversion on next year's return I'd recommend making your additional contribution and conversion before mid-March to give yourself some buffer time before the 4/15 deadline. Also, double-check that you don't have any other traditional IRA balances that could complicate the pro-rata calculation. The key is being consistent and thorough with your record-keeping - the IRS cares more about accurate reporting than perfect timing of tax documents.

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