Should You Start an LLC?
Out of all the questions I get asked as a CPA, this one tops the list: "Should I start an LLC?"
As with most tax questions, the answer is: it depends. Entity selection isn't a one-size-fits-all decision, and sometimes it's not even the first step you should take when starting a business.
Let's break down when you actually need an LLC, what your options are, and when it really matters.
Entity Types: What You Need to Know
For federal tax purposes, there are three main entity structures to consider:
Disregarded Entities
This isn’t one of those flashy tax hacks you’ll see on TikTok. A single-member LLC without tax elections is a disregarded entity, meaning the IRS treats it as if it doesn’t exist for tax purposes.
You'll report all business activity on your personal tax return, just like a sole proprietor. The main benefit is legal protection for your personal assets without changing your tax situation.
Pass-Through Entities
This is where things get more interesting. Pass-throughs include:
- Partnerships: Ideal for businesses with multiple owners. They offer tremendous flexibility in how profits, losses, and distributions are allocated. Most real estate deals happen in partnerships because assets can be freely contributed and distributed.
- S-Corporations: Perfect for service businesses and consultants. S-Corps allow you to save on self-employment taxes (15.3% of earnings) by paying yourself a reasonable salary and taking the rest as distributions. A profitable S-Corp can also qualify for the 20% Qualified Business Income deduction, potentially reducing your top tax rate from 37% to around 30%.
✅ Already have an LLC? You can elect S-Corp status at any time. If you've been operating as an LLC for years, it's not too late to make the switch and start saving on taxes. The IRS allows LLCs to file Form 2553 to elect S-Corp status, even mid-year. The key is ensuring your income justifies the election—otherwise, the additional payroll and compliance costs may outweigh the savings.
C-Corporations
Every publicly traded company in America is a C-Corp. They pay a flat 21% corporate tax rate, but distributions to shareholders (dividends) are taxed again at 15-23.8%—creating the dreaded "double taxation."
C-Corps make sense for businesses seeking outside investment or planning for an eventual sale that could qualify for the $10M Qualified Small Business Stock exemption.
When Entity Selection Actually Matters
Despite what many "business gurus" suggest, forming an LLC shouldn't always be your first priority. Here's when it actually matters:
- You're already profitable: If you're making money, proper entity selection can save you thousands in taxes.
- You have liability concerns: If clients could sue you or you're taking on debt, an LLC provides crucial protection.
- You have partners: Multiple owners need clear agreements about ownership, profit-sharing, and decision-making.
- You're buying significant assets: Real estate or expensive equipment often requires proper entity structure from day one.
If you're just testing a business idea or haven't made your first sale, focus on finding customers first. You can always form an LLC later.
The Real Costs of the Wrong Structure
Choosing the wrong entity or waiting too long to formalize your business can be expensive:
- Missed tax savings: The right structure can save thousands each year in taxes.
- Personal liability: Without an LLC, your personal assets are at risk if your business is sued.
- Transition headaches: Changing structures later means transferring accounts, contracts, and assets—often with tax consequences.
The Bottom Line
Entity selection is more than just paperwork. It impacts your taxes, liability, and growth potential. While it shouldn't be your top concern before your first sale, waiting too long to get it right can be a costly mistake.
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