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Setting up payroll for myself as owner of multiple LLCs - tax implications?

I've been operating two separate LLCs for a while now. Recently I've been considering a restructuring where I would transfer my ownership interest in my first LLC (let's call it "Green Solutions LLC") to my second LLC ("Blue Holdings LLC"). My question is about payroll - if I make this transfer so that Blue Holdings LLC technically owns Green Solutions LLC, would I then be able to legally put myself on the payroll of Green Solutions? Right now I just take owner's draws, but I'm looking at the potential tax and retirement planning benefits of having myself as an actual W-2 employee. I know there are tax implications with this kind of restructuring, and I want to make sure I'm approaching this correctly. Any insights on whether this LLC ownership transfer would allow me to become an employee of the first LLC? Are there specific IRS rules I should be aware of?

Sean Doyle

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This is a great question about LLC structuring and employment status. When you have multiple LLCs involved, the tax treatment gets interesting. If you transfer your interest in Green Solutions LLC to Blue Holdings LLC, you're essentially creating a parent-subsidiary relationship. In this case, Green Solutions would be owned by Blue Holdings, not directly by you anymore. Here's the important part: Yes, you could potentially put yourself on the payroll of Green Solutions after this restructuring. Since you wouldn't be the direct owner anymore (Blue Holdings would be), you could become a W-2 employee of Green Solutions. This would allow you to receive a regular salary and potentially access retirement benefits like a 401(k). However, there are several considerations to keep in mind. First, you'll need to ensure you're paying yourself a "reasonable compensation" that aligns with market rates for the work you're doing. The IRS scrutinizes this closely. Second, you'll need to maintain proper corporate formalities between the entities to respect their separate legal status.

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Zara Rashid

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Thanks for the explanation! I'm in a similar situation and wondering - if the first LLC is currently a single-member LLC taxed as a disregarded entity, would this arrangement change how it's taxed? Would it automatically become a partnership or would something else happen tax-wise?

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Sean Doyle

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The tax classification would definitely change. When you transfer ownership of a single-member LLC to another entity, it's no longer a disregarded entity for tax purposes. If Blue Holdings LLC is the sole owner of Green Solutions LLC, then Green Solutions would still be a disregarded entity, but now it would be disregarded to Blue Holdings rather than to you personally. This means the income and expenses of Green Solutions would flow through to Blue Holdings' tax return. If Blue Holdings is itself a disregarded entity (single-member LLC), then everything ultimately flows to your personal return.

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Luca Romano

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Yuki Ito

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Something nobody's mentioned yet - watch out for the self-rental rules if your LLC owns any property that's being used by the business. When you create this parent-subsidiary relationship, it can trigger some complicated tax implications for rental payments between your entities. Had this bite me last year and ended up having to amend returns.

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StarStrider

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That's a really good point I hadn't considered. My first LLC does own the building where we operate. Would the self-rental rules apply even after the restructuring since I'd still be the ultimate owner through the second LLC?

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Yuki Ito

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Yes, the self-rental rules would still apply even after restructuring. The IRS looks at the ultimate ownership when determining whether these rules kick in. Since you'd still be the ultimate owner of both entities (you own the second LLC which owns the first LLC), any rental payments between them would be subject to scrutiny. The main thing to be aware of is that rental income in this situation is typically treated as non-passive, regardless of your level of participation. This means you can't use these rental losses to offset other passive income. It can significantly impact your tax planning if you were counting on those losses.

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Carmen Lopez

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I actually did this exact restructuring last year. Made my first LLC (manufacturing business) owned by my second LLC (holding company). The key thing I learned: you MUST pay yourself reasonable compensation if you put yourself on payroll! I tried to be cute with a low salary and high distributions and got a nasty letter from the IRS.

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Andre Dupont

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What ratio did you end up using between salary and distributions that the IRS was ok with? I've heard everything from 50/50 to 70/30 but never from someone who actually went through an IRS review.

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