Hans Kasper, MS-CPA, PS

Recommended Legal Counsel
 

Corporate and Franchise Law
Howard Morrill
morrill@bundymorrill.com
Howard Bundy
bundy@bundymorrill.com
Bundy & Morrill Inc, PS
12351 Lake City Way NE, Suite 202
Seattle, WA 98125-5437
206-367-4640
http://www.bundymorrill.com

Corporate, Estates and Wills, and Real Estate Law
Matthew Cruz
Beresford Booth PLLC
145 3rd Ave S #200
Edmonds WA 98020
mattc@beresfordlaw.com
http://www.beresfordlaw.com

If you are incorporating your business, please take these checklists with you.

Operating "S" corporation (the day-to-day operation of the business):

• LLC (unless you think otherwise)

• Regular corporation (unless you think otherwise)

• Taxed as an “S” corporation

 Attorney will:

• Prepare and file for corporate license,

• Prepare articles of incorporation,

• Prepare bylaws,

• Prepare minutes of first meeting of members,

• Prepare an election for 1244 stock for both “C” and “S” corporations.

• File for master business application,

• For the 2553 and SS4, the tax year should be ending December

• File form 2553 with the IRS (Form 8832 no longer needs to be filed for “S" corporations)—the 2553 can be faxed to the IRS which will provide you with proof of delivery [if the owners live in Washington State make sure to include all owners’ spouses on the 2553 and asterisk them as community property owners in the percent owned column],

• File form SS4 as an “S” corporation.

• Buy-sell agreement for multi-owner companies.

Operating "C" corporation (the day-to-day operation of the business):

• LLC (unless you think otherwise)

• Regular corporation (unless you think otherwise)

• Taxed as an “C” corporation

 Attorney will:

• Prepare and file for corporate license,

• Prepare articles of incorporation,

• Prepare bylaws,

• Prepare minutes of first meeting of members,

• Prepare an election for 1244 stock for both “C” and “S” corporations.

• File for master business application,

• For the SS4, the tax year should be ending December

• File form SS4 as an “S” corporation.

• Buy-sell agreement for multi-owner companies.

Real estate LLC (for real estate rentals and investment property--not for real estate agents)

• LLC (unless you think otherwise)

  • To hold the real estate and lease it back to the operating corporation.

  • To hold the real estate and lease it to third parties.

• Taxed as a partnership
   

Attorney will:

• Prepare and file for corporate license,

• Prepare articles of incorporation,

• Prepare bylaws,

• Prepare minutes of first meeting of members,

• File for master business application,

• DO NOT File form SS4 for a single owner LLC or a husband and wife LLC with a tax year ending December,

• File form SS4 as a partnership for a multiple, non husband and wife LLC with a tax year ending December,

• Lease agreement between the operating LLC and the real estate LLC

• The operating LLC will pay the real estate taxes, insurance, and repairs.

• The real estate LLC will pay the mortgage payments, and the licensing fees.

• The rent paid to the real estate LLC should be sufficient to cover the licensing fees, mortgage interest, and depreciation so that a non-deductible rental loss will not occur on a taxpayer who have an AGI of over $150,000 before the rental issues are considered.

• Please ask the client if they want you to provide a lease agreement for third parties