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View Full Version : New S-Corp in NV formed, now what??



scorpboy
09-23-2009, 08:18 PM
My Dad and I have been running a sole proprietorship (him) for the past several years. We just became an S-Corp in NV on the advice of our CPA. I am all of the officers of the corp because Dad is retiring "early" and there are some rules he has to follow by the SSA for social security.

I need to bone up on all of these new requirements and procedures for having an S-Corp. For example, getting paid was just a matter of taking a draw from the business checking account to the personal account whenever he/we needed it and those draws were his income. With the corp. do I have to be paid a regular salary like a W-2 employee? Payroll?

What I'm really looking for is a good book that goes into detail about what to do AFTER the incorporation has already been done. I see so many books about LLC vs Corp, and deciding on what structure to use, etc. But I'm having trouble finding something good about the things I need to do once I am incorporated.

We're an ecommerce business that sells tangible books and DVDs. I will be using Quickbooks and plan to hire one of those Pro Advisors to come in and set up everything correctly so hopefully that will take a load off..

Can someone point me in the right direction?

vangogh
09-23-2009, 08:34 PM
This is hardly my area of expertise, but I thought I'd respond quick so your thread stays active. We have a few members here who do have some expertise in the legal and accounting and hopefully they'll notice this thread before too long.

I did quick search for 'rules for an s-corp' and did see plenty of results. You may have already done the same, but hopefully some of the results will lead you down the right path.

I also did a quick search at Amazon for 's-corp' and there were quite a few books listed. The first few results had 4 and 5 star reviews so there's probably something in there that would be good.

I realize I didn't really answer your question, but again I'm mostly wanting to keep the thread active until those more knowledgeable than me find it.

scorpboy
09-23-2009, 08:44 PM
Thanks I appreciate that. The book I'm considering is this one:

The Nevada Corporation Handbook
Amazon.com: The Nevada Corporation Handbook (9781886683037): Derek G. Rowley: Books (http://www.amazon.com/Nevada-Corporation-Handbook-Derek-Rowley/dp/1886683034/ref=sr_1_1?ie=UTF8&s=books&qid=1253752810&sr=8-1)

But I'm not sure that's really the right one either. I know the next thing we have to do is make a corporate resolution in order to go open a bank account, and merchant account. But how is this done? Is there a template that works for all states? Then I read somewhere else something about consent instead of resolutions.. I'm sure there's a book out there that spells it all out.

It might sound stupid, but I want to keep the business small; don't want any employees. Just want to do my day to day thing and make enough money to live..

vangogh
09-23-2009, 08:59 PM
Not stupid at at all. I feel the same way. I'm a sole proprietor now with plans on incorporating in some fashion in the future. I'd like to grow my business beyond where it is now, but I still want to keep it small. Owning my own business is more about the lifestyle to me than the money.

I can't say anything specific about the book, but it probably makes sense to pick one geared toward Nevada. I would think the rules vary a little by state. And if you go for one of the used ones you're out less than $20 worst case.

You can likely ask your bank about what's required to open an account. Odds are your personal bank or the one your dad's been using for business (if it's not the same) would have the answers you need and be able to help. My bank has been one of the better sources of information since going into business. They've always been very helpful when I had questions.

scorpboy
09-23-2009, 09:02 PM
You must not use BofA then :mad:

vangogh
09-23-2009, 09:12 PM
I don't. I guess they aren't as nice as my bank. You could always try another bank and see what they have to offer.

Evan
09-23-2009, 11:23 PM
You mentioned a Nevada corporation -- I'm assuming you are not a resident of Nevada. And the S-Corp paperwork has been taken care of, correct? You need to elect this by filing form 2553 with the IRS.

If the business is going to operate outside of Nevada, you will need to file paperwork with your own state's secretary of state in order to be recognized as a "foreign corporation". This usually subjects you to ALL of the same taxes you would have been subject to had you just incorporated in the same state. Again, I don't know what state you live in, but incorporating in one of these "no tax" states tends to be of no benefit for a small fry.

As a corporation, you are an employee and do need to pay yourself a "reasonable salary".

Regarding opening a bank account -- the bank has their own resolution form. You just need to bring a copy of the articles of incorporation, a copy of the IRS form which assigned you the EIN, and you should be good to go.

My best advice is to document every decision the company makes. What salary are you going to be paid? There should be some resolution adopted, even if it's your own signature, that says this is what you are to be paid. Maintaining a paper trail is going to be your best defense in case something ever happens.

scorpboy
09-23-2009, 11:26 PM
Actually, I do live in Nevada..
Thank you for the info about the bank resolution; I will check with them about it..

Evan
09-23-2009, 11:56 PM
Lucky you! Good luck with your business :)