Sheltering Taxes

April 13, 2006

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When comparing the limited liability company (LLC) and the corporation, the tax implications of your choice may have a far-reaching effect on your future success.

Many small businesses will report losses, especially in the early years, although this does not necessarily mean the business will not have a positive cash flow. Because the LLC is a pass-through entity, or conduit, for tax purposes, these losses can be passed on to the owners' personal tax returns, where they can offset, or shelter, other sources of taxable income.

For single-owner LLCs, the losses can offset any other type of income reported on your individual income tax return, including income earned by your spouse. For multiple-owner LLCs, the losses also can offset your other income, up to the amount you have invested in the business.

While the corporation also can elect to be treated as a conduit by making a subchapter S election, there are some restrictions, and the rules governing taxation of the subchapter S corporation are very complex.

Historically, tax shelters have been organized as limited partnerships. The LLC shares the same tax-shelter qualities as the limited partnership, but with limited liability for all of the owners of the business. Moreover, a tax shelter established as a limited partnership enjoys another benefit--the limited partners cannot participate in management. Again, the LLC may be structured as a manager-managed LLC, so that this same benefit is achieved in the LLC.