The business made money this year, the accountant mentions “an S corp election”, and suddenly the structure you set up in an afternoon three years ago is a question again. The llc vs s corp choice is less of a choice than it sounds: an LLC is a legal entity, while an S corp is a tax status that an LLC can elect. The real question is whether your profit is now high enough for the S corp election to save more in self-employment tax than it costs to run.

This piece explains what each one is, how the saving works, the reasonable salary rule that limits it, the costs that eat into it, and a worked example. We are not accountants, and the numbers depend on your state and situation, so take the arithmetic to someone who is before you file anything.

LLC vs S Corp: What Each One Is

A limited liability company is a legal structure created under state law. It separates the business from you, so that in most cases the business’s debts are not your personal debts. By default the IRS taxes a single-member LLC like a sole proprietorship and a multi-member LLC like a partnership. Profit passes through to the owners’ personal returns.

An S corporation is a tax classification. The IRS describes S corporations as corporations that elect to pass corporate income, losses, deductions and credits through to their shareholders. To qualify, the business must be a domestic corporation, have only allowable shareholders, which can be individuals, certain trusts and estates but not partnerships, corporations or nonresident aliens, have no more than 100 shareholders, and have only one class of stock. The election is made on Form 2553, signed by all shareholders.

An LLC can be taxed as an S corp if it qualifies and files the election. So the honest framing of llc vs s corp is “LLC taxed by default” versus “LLC, or corporation, taxed as an S corp”. The legal protection does not change. The tax bill does.

Where the Saving Comes From

An LLC owner taxed by default pays self-employment tax on the business’s net earnings. The IRS sets the rate at 12.4% for Social Security and 2.9% for Medicare, a combined 15.3%, once net earnings reach $400. The Social Security part applies up to the wage base, which the Social Security Administration puts at $184,500 for 2026. Medicare applies to all of it.

An S corp owner who works in the business is paid in two ways: a salary, which carries payroll taxes at the same combined rate, and distributions of the remaining profit, which do not. That gap is the whole saving. Every dollar moved from self-employment income to a distribution avoids 15.3% below the wage base and 2.9% above it.

The Reasonable Salary Rule

You cannot pay yourself a token salary and take the rest as distributions. The IRS says S corporations must pay reasonable compensation to a shareholder-employee for their services before taking non-wage distributions.

It lists the factors it looks at, including training and experience, duties and responsibilities, time and effort devoted to the business, what comparable businesses pay for similar services, and the timing of bonuses to key people. It also draws a useful line: receipts that come from the owner’s personal services are wages, while receipts produced by other employees or by capital and equipment can be distributions.

That line explains who benefits most. A consultant whose income is entirely their own billable work has a high reasonable salary and a small saving. An owner whose staff and systems produce much of the profit can justify a salary well below the total, and saves more.

An owner talking through the S corp election with an adviser

A Worked Example

Take a single-owner LLC with $150,000 of net profit, an illustration rather than a typical case. Taxed by default, self-employment tax is figured on 92.35% of net earnings, about $138,500, at 15.3%. That is roughly $21,200.

Now suppose the same business elects S corp status and a reasonable salary for the owner’s role is $80,000. Payroll taxes on that salary, employer and employee halves together, come to about $12,200. The remaining $70,000 is paid as distributions with no payroll tax. The difference is about $9,000 a year before costs.

Change the salary and the saving moves. If a reasonable salary for the role were $120,000, the saving would shrink to about $3,000. If the profit were $60,000 and a reasonable salary $50,000, the saving would be small enough that the costs below would wipe it out.

The Costs That Eat the Saving

An S corp is more work. You need to run payroll, with withholding, quarterly filings and year-end forms, usually through a payroll service. The business files its own return, Form 1120-S, and most owners pay an accountant more to prepare it. Some states charge extra fees or taxes on S corps, and a few do not recognise the election the same way the IRS does.

There are second-order effects too. A lower salary means lower Social Security earnings on your record, which can mean a smaller benefit later. It can change how much you can put into a retirement plan funded from salary. And the qualified business income deduction interacts with how profit is split between salary and distributions, which is one more reason to run the numbers with a professional.

Add the costs up honestly and compare them with the saving. If the saving is $9,000 and the extra costs are $3,000, the election pays. If the saving is $3,000 and the costs are $3,000, it does not.

A street of small offices, home to many single-owner LLCs and S corps

When to Make the Election

Timing matters because the election usually applies from the start of a tax year. Under the instructions for Form 2553, an election to take effect for a given year is generally due no more than two months and 15 days after the start of that year, or at any time during the year before. For a calendar-year business, that means mid-March for the current year. The IRS does offer relief for late elections in some circumstances, but relying on it adds cost and uncertainty.

The practical approach is to run the llc vs s corp numbers in the autumn, using a realistic forecast for next year rather than this year’s result. If next year’s profit looks comfortably above a reasonable salary, file the election before the new year starts and set up payroll in January. If profit is uncertain, wait a year. Nothing is lost by staying a default LLC while the numbers are close.

Revisit the decision whenever something big changes: a partner joins, profit drops sharply, or you move states. A structure that saved money at $150,000 of profit can cost money at $70,000, and switching back has its own rules and waiting periods. Treat the election as something to keep checking, not a box ticked once.

How to Decide

Start with three numbers: your expected net profit, a defensible salary for your role, and the extra annual cost of running payroll and filing an S corp return in your state. If the profit is well above the salary and the saving clearly beats the cost, the election is worth a serious look. If the profit is close to what a reasonable salary would be, the default LLC is simpler and nearly as cheap.

If you are weighing several structures, score them. Our decision making matrix works well here, with criteria such as tax saved, admin time, retirement contribution room and flexibility to add a partner. Treat the adviser’s recommendation as a claim to test, which our critical thinking exercises are designed for, and hold both sides honestly, as our piece on dialectical thinking describes: the saving is real, and so is the extra work.

Where This Fits

The question usually arrives in the second or third profitable year. If you are earlier than that, our guide on how to start a consulting business covers the first structure decision. Once the business is profitable, where the distributions go matters as much as how much tax they save: our guides to Roth IRA vs brokerage account and 403b vs 401k cover where an owner’s next dollar can go.

Owners carry a lot of these decisions alone. Our pieces on how to get more deep sleep and Andrew Huberman’s morning routine are about protecting the capacity to make them well. Our guide on short term career goals applies just as well to an owner setting goals for the business. For a wider view, our list of psychology books explains why people defer tax decisions until the deadline, and our piece on Bill Gates’ reading list includes the business histories worth reading on a long flight. And when you explain the new structure to clients, our guide on what to post on LinkedIn covers how to share business news without making it about you.

Related from our newsroom: what 39 CEOs actually do before work, a sourced look at their wake times and first hours.

The llc vs s corp decision is arithmetic, not identity. Run the numbers each year as profit grows, and make the switch when the saving clearly beats the cost of running it.

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