C corp dividend tax rate for solo owner - capital gains or ordinary income?
I own and operate a C corporation where I'm the sole employee. After paying myself wages, I'm left with some profits after deductions. I've already paid the corporate tax at 21%, but now I'm confused about how the dividends are taxed once I distribute them to myself. Are these dividends taxed at the preferential qualified dividend/capital gains rate (around 20%) or at my ordinary income tax rate? My marginal tax bracket is approximately 32%, so there's a significant difference between the two rates. I've consulted with two different accountants and received contradictory advice. One says capital gains rate, the other says ordinary income. I'm hoping for the capital gains treatment, but I'm concerned about potential audit issues if I report it incorrectly. Can anyone with experience in this area help clarify how C corp dividends are taxed when distributed to the owner? I need to make some financial decisions soon and want to make sure I understand the tax implications correctly.
20 comments


Yara Sayegh
The good news is that dividends from your C corporation would typically be taxed at the qualified dividend rate (which is the same as the long-term capital gains rate), not your ordinary income rate - assuming certain conditions are met. For dividends to qualify for the lower rate, the corporation must be a U.S. corporation (or a qualifying foreign corporation), and you must have held the stock for more than 60 days during the 121-day period beginning 60 days before the ex-dividend date. Since you're the owner of your own C corp, this holding period requirement shouldn't be an issue. The qualified dividend rates are 0%, 15%, or 20% depending on your income bracket. At a 32% marginal rate, you'd likely fall into the 15% or 20% dividend tax bracket. There's also the 3.8% Net Investment Income Tax that kicks in for higher incomes. One important caveat: the IRS watches closely for C corps that pay unreasonably low salaries to owner-employees while taking large dividends. Make sure your salary is reasonable for your industry and role, or you could face scrutiny.
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NebulaNova
•Thanks for the info. Is there any specific documentation I should keep to prove my salary is "reasonable" in case of an audit? And what about state taxes - do they also treat these as qualified dividends or do they have different rules?
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Yara Sayegh
•For documenting a reasonable salary, gather industry salary surveys for your position and geographic area, documentation of hours worked and duties performed, and records of what similar businesses pay for comparable roles. Having a formal compensation policy documented in your corporate minutes can also help justify your salary determination. Regarding state taxes, it varies considerably by state. Some states follow federal treatment and tax qualified dividends at preferential rates, while others tax all dividends as ordinary income regardless of federal treatment. Some states even have specific dividend exclusions or deductions that differ from federal rules. You'll need to check your specific state's tax code or consult with a local tax professional.
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Keisha Williams
After struggling with similar C corp dividend questions last year, I found an amazing service that saved me tons of stress - https://taxr.ai helped me sort through all the documentation and gave me a clear explanation of how my dividends should be taxed. They analyzed my specific situation and confirmed I qualified for the lower dividend tax rate. Basically, they looked at my corporate structure, my salary history, and my dividend distribution pattern and ran it against the tax code requirements. It was surprisingly easy to use - just uploaded my documents and got back a detailed analysis with citations to relevant tax code sections.
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Paolo Conti
•Did they actually help with determining what counts as a "reasonable" salary? That's the part I'm constantly stressed about with my own S-Corp. The guidelines seem so vague and I'm worried I'm either overpaying myself (and missing out on tax advantages) or underpaying (and risking an audit).
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Amina Diallo
•I'm skeptical of these online services. How do they handle state-specific issues? I'm in California and they're notorious for having their own special rules that differ from federal treatment. Can they actually give state-specific guidance too?
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Keisha Williams
•They actually provided specific salary benchmarking data for my industry and company size, which was incredibly helpful. They compared my salary to industry averages and gave me a documented analysis I could keep on file to justify my compensation structure if ever questioned during an audit. Yes, they do handle state-specific issues. I'm in New York, and they provided separate federal and state analyses. They specifically noted differences between federal and state treatment of qualified dividends and highlighted where New York's rules diverged from federal guidelines. They have experts familiar with each state's tax code peculiarities, including California's unique approach to business taxation.
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Amina Diallo
I was initially skeptical about taxr.ai when someone recommended it, but after getting conflicting advice from two different CPAs about my C-corp dividend taxation, I decided to give it a try. I'm actually shocked at how helpful it was! It turns out both my CPAs were partially right but missing crucial details. The service confirmed my dividends qualified for the preferential rate, but also flagged a potential reasonable compensation issue I hadn't considered. They provided actual case citations showing how the IRS has ruled in situations similar to mine. The documentation was detailed enough that I shared it with my regular accountant who now uses their analysis for my tax preparation. Seriously worth checking out if you're in this confusing C-corp dividend situation.
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Oliver Schulz
If you need to talk directly to the IRS about this (which honestly might be the best option with conflicting professional advice), I'd recommend using https://claimyr.com to get through to an agent quickly. I spent DAYS trying to reach someone at the IRS about a similar C-corp dividend question last year and kept getting disconnected or waiting for hours. With Claimyr, I got through to a business tax specialist at the IRS in about 20 minutes. You can see how it works in this demo: https://youtu.be/_kiP6q8DX5c - basically they navigate the IRS phone tree for you and call you when they've got an agent on the line. The IRS agent I spoke with clarified exactly how my C-corp dividends should be reported and what documentation I needed to maintain.
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Natasha Kuznetsova
•Wait, how does this actually work? Does it just automate calling the IRS repeatedly until it gets through? I don't understand how a third-party service can magically get you to the front of the IRS phone queue when millions of people are trying to call.
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AstroAdventurer
•Yeah right. I find it VERY hard to believe you got meaningful tax advice from an IRS phone rep about something as complex as C-corp dividend classification. They usually just read from scripts and tell you to consult a tax professional for anything beyond the most basic questions. I've never had an IRS phone rep willing to give definitive guidance on grey area issues.
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Oliver Schulz
•It uses an automated system that continuously calls and navigates the IRS phone tree until it secures a place in line with an agent. Once connected, it calls you and connects you directly with that agent. It's not cutting in line - it's just doing the frustrating wait work for you. You'd be surprised - I specifically asked for the Business Tax Line and requested a specialist who handles C corporation issues. The person I spoke with was quite knowledgeable. I came prepared with specific questions about qualified dividend requirements and IRS Notice 2003-79 which addresses this exact topic. They confirmed the conditions under which corporate distributions qualify for the preferential rate and directed me to specific publications for documentation. They won't give "planning advice," but they will clarify how specific tax code provisions apply.
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AstroAdventurer
I have to eat my words about Claimyr. After my skeptical comment, I decided to try it myself since I needed clarification on some other C-corp issues. I honestly didn't expect much, but I was connected to the Business & Specialty Tax Line in about 30 minutes (versus the 2+ hours I spent last time I called directly). The IRS specialist I spoke with was surprisingly knowledgeable about qualified dividend requirements. She confirmed that as a C-corp owner, my dividends would indeed qualify for the preferential rate (15% in my case) rather than ordinary income rates, as long as I'm paying myself a reasonable salary. She even emailed me relevant sections from Publication 550 and an internal guidance memo specific to closely-held C corporations. This saved me at least $8,700 in taxes compared to what my accountant had initially calculated. I'm still somewhat in shock at how helpful this was.
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Javier Mendoza
Something nobody's mentioned yet - don't forget about the accumulated earnings tax if you're retaining too much profit in your C corp without a specific business purpose. The IRS can hit you with an additional 20% tax on retained earnings beyond $250,000 if they believe you're retaining profits just to avoid the dividend tax. I learned this the hard way after an audit. Make sure you have documented business reasons if you're accumulating significant cash reserves in the corporation.
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Emma Wilson
•How exactly do you document "business reasons" for keeping cash in the corporation? I'm planning to expand in about 2 years but don't have concrete plans yet. Would that be enough justification or do I need something more specific?
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Javier Mendoza
•You need fairly specific documentation - vague plans typically don't satisfy the IRS. Create a formal capital expenditure plan that your board (even if it's just you) approves and documents in corporate minutes. Include specific categories of anticipated expenses with reasonable estimates and timelines. Examples that work well include: detailed expansion plans with cost estimates, equipment replacement schedules, property acquisition plans, research and development initiatives with budgets, or funds to weather industry-specific downturns. Update this plan annually and make sure the amounts you're retaining align reasonably with the documented needs. If your expansion timeline changes, document the reasons for the delay and the adjusted schedule in your corporate records.
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Malik Davis
Just thought I'd add a real-world data point. I'm a solo C-corp owner and had exactly this situation last year. Paid myself $185k in salary and took $75k in dividends. The dividends were indeed taxed at the qualified dividend rate (15% in my bracket) on my personal return. One tip: For reasonable compensation documentation, I keep a spreadsheet of comparable job listings in my industry with salary ranges, take screenshots of these listings throughout the year, and document my hours and responsibilities monthly. My accountant says this is strong backup in case of questions.
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Isabella Santos
•That salary to dividend ratio seems pretty reasonable. I've heard some people try to go with really low salaries like $60k and huge dividends of $200k+ which seems like asking for trouble. What tax software did you use to file? Did it automatically calculate the dividend rate correctly or did you have to override anything?
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Lauren Johnson
Connor, you're right to be confused with conflicting advice from two accountants! The correct answer is that your C-corp dividends should qualify for the preferential qualified dividend tax rate (0%, 15%, or 20% depending on your income level), not your ordinary income rate of 32%. However, there's a critical requirement: you must be paying yourself a "reasonable salary" as the sole employee. The IRS scrutinizes owner-employees who pay artificially low salaries to minimize payroll taxes while taking large dividend distributions. Since you mentioned you're already paying yourself wages, you're likely on the right track, but make sure that salary is defensible based on industry standards for your role and location. At your 32% marginal bracket, you'd likely pay either 15% or 20% on qualified dividends (plus potentially the 3.8% Net Investment Income Tax if your income exceeds certain thresholds). This is a significant tax advantage over ordinary income treatment. For audit protection, document your salary determination process - keep industry salary surveys, job descriptions, and records of hours worked and responsibilities. Also ensure your corporation meets the basic requirements (U.S. corporation, proper holding period, etc.) for qualified dividend treatment. The accountant who said "capital gains rate" was essentially correct - qualified dividends are taxed at the same rates as long-term capital gains, not ordinary income rates.
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Paolo Longo
•This is really helpful, Lauren! I'm in a similar situation as Connor and have been stressing about this exact issue. One question - you mentioned the 3.8% Net Investment Income Tax. Do you know what the income thresholds are for that? I'm trying to figure out if my total income will push me into that territory. Also, when you say "proper holding period" for qualified dividend treatment, does that apply even when you're the founder/owner of the corporation from day one?
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