
Converting C
Corporation to S Election
Plan Ahead to
Reduce Tax on Unrealized
Profits |
If your C corporation is thinking about
electing S corp status, make sure you plan ahead or you may
wind up owing a substantial tax on unrealized profits for the 10
years following the conversion.
The built-in gains (BIG) tax, which can be quite
onerous, equals the highest corporate tax rate (currently 35
percent). If your firm is liable, the tax is paid at the
corporate level and the gain is taxable again at the shareholder
level.
The net built-in gain subject to tax during a year is limited to
your firm’s taxable income for the year. You carry forward any
excess to the next year.
Congress enacted the BIG tax to prevent C corporations from using
S corps to avoid the double tax imposed on corporate liquidations.
If you’re
contemplating a switch to S corporation status, call us at
(856) 665-2121 about analyzing your firm's balance sheet and
taking steps to cut the BIG tax down to size. For instance, you can
sell loss assets to offset built-in gains or use loss and credit
carryovers from your days as a C corporation.
Similarly,
you might reduce the firm’s
taxable income to zero for the year built-in gains are recognized
(but the tax will be carried forward to next year).
Note: Despite the BIG tax and other
costs involved in an S conversion, you may find that it’s still a
tax-wise move to make the switch. But if the BIG tax is especially
severe, you might decide to keep operating as a C corporation, at
least for the time being. It is critical to engage in both short and
long-term planning to keep your tax bill low.
|