Most business owners are told to "just switch to an S corp." Almost nobody is told about the payroll obligation that comes attached to it.
In this episode of Closing Market Weekly, attorney Roxanne Smithers of Smithers Law Group joins host Phillip Hogan, CEO of Signing Services of America, to break down the difference between your LLC legal structure and your S corp tax election.
They are not the same thing. Confusing the two is where owners end up out of compliance with their state Department of Labor, sometimes before they ever see a dollar of tax savings.
Roxanne explains why the LLC is a hybrid structure, how pass-through taxation actually works, and what the S corp election changes and does not change. She walks through the W-2 payroll requirement, the reasonable salary rule, the 130 to 140 percent rule of thumb for what an employee really costs, and the revenue point where the election starts to make financial sense.
If you run your business through an LLC and you have ever wondered whether an S corp election is worth it, this conversation is the fine print nobody read to you.
⏱️ CHAPTERS
* 0:00 - Intro & Teaser: The S Corp Tax Break With a Catch
* 1:09 - Guest Bio: Attorney Roxanne Smithers, Smithers Law Group
* 2:58 - Notes From My Legal Pad: Why She Started Teaching This
* 4:54 - LLC vs. S Corp: What the Election Actually Changes
* 5:19 - Why Most Entrepreneurs Start With an LLC (Hybrid Structure)
* 7:06 - Pass-Through Taxation Explained
* 9:29 - Making the S Corp Election: Tax Treatment, Not Legal Structure
* 10:27 - Double Taxation & the Corporate Tax Rate Benefit
* 11:13 - The Catch: You Must Put Yourself on W-2 Payroll
* 12:22 - Salary vs. Profit Distributions
* 14:15 - Penalties for Skipping the Payroll Requirement
* 15:05 - At What Income Level Does an S Corp Make Sense?
* 15:34 - The 130 to 140% Rule for Employing Yourself
* 17:55 - Hidden Costs: E-Verify, State Labor Reporting & Withholdings
* 18:44 - Reasonable Salary Rules Explained
* 21:24 - Passive vs. Active LLC Members: Who Must Be an Employee
* 23:35 - When to Elect: At Formation or Wait Until You Grow?
* 26:48 - The Most Common Mistake When Going It Alone
* 29:14 - Plan Right the First Time vs. Paying to Fix It Later
* 29:50 - How to Reach Smithers Law Group
* 31:43 - Outro
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Signing Services of America is a national managed notary signing service built on single-point accountability: one team owns the entire signing process from assignment to completion, with no handoffs and no gaps. 50-state coverage, notary placement in under 60 minutes.
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This conversation is general legal and business education, not legal, tax, or accounting advice for your situation. Talk to a licensed attorney and a CPA before making an entity or tax election decision.
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