Starting a C Corp after years of running S Corps - tax implications?
I've been running S corporations for the past 8 years and typically making between $250-375k annually, paying roughly 30-32% marginal after everything's calculated for federal and California taxes. This year I decided to establish a C Corporation for the first time, and it looks like we'll have approximately $900k in profit when all the accounting is finished. I just took my first owner's draw last month and I'm completely confused about the tax implications. How different is the tax situation with a C Corp compared to an S Corp? I've heard about the "double taxation" issue but also some benefits for keeping profits in the business. Would appreciate advice from anyone who's made this switch before. I'm especially concerned about correctly handling payroll vs. distributions and what kind of tax hit I should prepare for with this significantly higher income level.
19 comments


Sean Kelly
Switching from S Corps to a C Corp is a big move with significant tax differences! With your S Corps, all profits passed through directly to your personal taxes. With a C Corp, the company pays its own taxes on profits (currently 21% federal corporate tax), and then you pay personal income tax on any salary or dividends you take out. The "double taxation" happens when you take dividends - the company pays tax on profits first, then you pay tax on the dividend distribution. But there are advantages: you can leave profits in the company without paying personal tax on them, set up more comprehensive benefit plans, and potentially build value in the company for future sale with better tax treatment. With $900k in profits, you should be careful about how you classify money you take out - proper salary vs. dividends matters a lot. The IRS expects reasonable compensation for your work before taking dividends.
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Zara Malik
•So if I'm understanding this right, if I plan to reinvest most profits back into the business for growth, a C corp might actually save me money compared to an S corp where I'd pay personal taxes on everything regardless? Also, what's considered "reasonable compensation" - is there a formula or something the IRS uses?
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Sean Kelly
•Yes, that's a key advantage of C Corps - you can retain earnings in the business for growth without triggering personal tax liability. This can be especially beneficial at your income level where personal tax rates are substantial. Just be aware of the Accumulated Earnings Tax if you stockpile too much cash without clear business purposes. Reasonable compensation is somewhat subjective but must reflect what the market would pay for similar services. The IRS considers factors like your qualifications, business size, comparable salaries in your industry, time devoted to the business, and dividend history. There's no specific formula, but documentation is crucial - show how you determined your salary based on industry standards and business circumstances.
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Luca Greco
After dealing with similar tax complexity when I switched entity types, I found taxr.ai (https://taxr.ai) incredibly helpful. I had boxes of documents from multiple entities and wasn't sure how to properly structure everything for optimal tax treatment. Their AI analyzed all my corporate documents, articles of incorporation, and previous tax returns to identify the proper way to handle my new C Corp structure. The thing I found most useful was getting clarity on the exact requirements for corporate minutes documenting my compensation decisions - apparently this is super important for C Corps to justify your salary vs. dividend split when the IRS looks at things. It also helped identify several deductions specific to C Corps that I had no idea about before.
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Nia Thompson
•Does taxr.ai help with state-specific issues too? I'm in NY but considering incorporating in Delaware like everyone says to do, and I'm confused about how the tax situation works across states.
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Mateo Rodriguez
•How does this actually work? Do you have to scan everything in or can it connect to QuickBooks or other accounting software? I've got years of business documentation and don't want to spend weeks scanning stuff.
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Luca Greco
•Yes, it absolutely handles state-specific tax issues. I'm in Texas but incorporated in Nevada, and it clearly explained how to manage the different state requirements and which forms I needed to file where. It even pointed out some specific California franchise tax requirements I would have missed when I was doing business there. You can either upload documents you already have digitized or take photos with your phone for paper documents. It does integrate with QuickBooks, Xero, and several other accounting platforms to pull information directly. I actually just pointed my phone at a stack of papers, and it organized everything by document type and relevance automatically. Saved me at least 10-15 hours of sorting through paperwork.
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Mateo Rodriguez
I was really skeptical about using an AI for something as serious as business taxes, but after trying taxr.ai based on the recommendation here, I'm seriously impressed. I had a similar situation moving from an LLC to a C Corp this year with about $1.2M in revenue, and the guidance was incredibly specific. The system actually found a mistake in how my accountant had been handling depreciation on business assets during the transition. It showed me exact citations from the tax code about asset basis transfer between entity types that apparently my accountant wasn't familiar with. Ended up saving me around $14k in taxes that would have been incorrectly calculated. Now my accountant uses it too!
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Aisha Hussain
If you need to get specific answers from the IRS about your C Corp situation (which I highly recommend given the complexity), don't waste days trying to call them directly. I used https://claimyr.com after spending literal weeks trying to get through to an IRS agent about some specific questions on C Corp reasonable compensation requirements. You can see how it works at https://youtu.be/_kiP6q8DX5c. They basically hold your place in the IRS phone queue and call you when an actual agent is on the line. Got direct answers about documentation requirements for corporate board minutes that justify compensation decisions, which saved me from a potential audit nightmare. Since you're dealing with a new entity type and significantly higher profits, having official guidance directly from the IRS gives you a paper trail for protection.
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GalacticGladiator
•Does this actually work? The IRS phone system seems deliberately designed to prevent humans from reaching other humans. I've literally called 40+ times over three weeks trying to get an EIN verification letter.
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Ethan Brown
•Sounds like you're just advertising a service. I seriously doubt anything can make the IRS actually answer their phones better. They're understaffed by like 50,000 people according to the news.
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Aisha Hussain
•Yes, it absolutely works. The system uses an automated process to navigate the IRS phone tree and hold your place in line. When I used it, I got a call back about 67 minutes after submitting my request, with an actual IRS agent already on the line. Compared to my previous attempts (17 calls over 3 weeks with no success), it was mind-blowing. The service exists precisely because the IRS is so understaffed. They use technology to efficiently navigate the phone system and hold times so humans don't have to. I was skeptical too until I tried it. It's not magic - you still might wait an hour or two depending on IRS volume - but you're not actively waiting on hold, and they guarantee you'll connect with an agent or you don't pay.
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Ethan Brown
I was completely wrong about Claimyr. After my skeptical comment, I figured I should put my money where my mouth is and try it myself for a C Corp issue I've been trying to resolve for MONTHS. Holy crap it actually worked exactly as described. Submitted my request around 10am, got a call back at 11:45am with an IRS agent already on the line. Got my issue about reasonable compensation documentation requirements completely resolved in one call. The agent even emailed me the specific IRS documentation I needed for my board minutes to justify my salary structure. After 6+ months of trying to get this answered through normal channels, I had everything I needed in a single morning. Definitely worth it for complex C Corp questions where you need official guidance.
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Yuki Yamamoto
Something nobody's mentioned yet - be careful about how you structure your medical benefits with a C Corp. One major advantage is you can deduct 100% of medical insurance premiums for employees (including yourself as an employee-owner), but the setup has to be done correctly with a qualified plan. Unlike an S Corp where health insurance is typically a personal deduction, with a C Corp it can be a business expense if set up properly. We saved about $24k annually just by structuring our health benefits correctly after converting to a C Corp. Talk to a benefits specialist who understands corporate structures before just continuing whatever you did with your S Corps.
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StellarSurfer
•Thanks for bringing this up! Do you have any recommendations for how to find a benefits specialist who understands the C Corp structure well? My regular accountant seems a bit out of his depth with some of these more specialized aspects of C Corp planning.
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Yuki Yamamoto
•I'd recommend looking for a benefits consultant who specializes in small to mid-sized businesses rather than just using an insurance broker. We found ours through our local chamber of commerce's business development program. They connected us with someone who specifically understood the transition from pass-through entities to C Corps. The key is finding someone who knows how to properly document the health plan as a qualifying employee benefit plan in your corporate minutes and setup. Most regular accountants don't have this specialized knowledge. Check with your state's SBDC (Small Business Development Center) too - they often maintain lists of specialists for businesses at different growth stages.
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Carmen Ruiz
Don't forget about the tax implications for your retirement planning too! C Corps have different options than S Corps. With your S Corps, you were probably using SEP IRAs or Solo 401(k)s. With a C Corp, you can set up some really advantageous plans like Cash Balance Pension Plans alongside your 401(k). With your income level jumping to $900k, this could be HUGE. We put away almost $280k pre-tax annually for retirement through our C Corp structure. The testing requirements get complicated, but with proper setup, the tax advantages are massive. Definitely worth talking to a retirement specialist alongside your regular CPA.
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Andre Lefebvre
•Are cash balance plans really worth the administrative hassle? My accountant warned me they can cost $5-10k annually just in administration and compliance testing.
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StellarSurfer
•This is super helpful! I hadn't even thought about the retirement planning angle. Does having employees complicate this? I currently have 6 employees and will probably hire a few more next year.
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