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S-Corp Flow Through for non-active shareholder

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samuelj

Guest
I helped to found a CALIFORNIA S-corporation with a few partners and participated in the company for a few years but have since left the company. I still maintain my shares in the company as the company elected not to buy my shares, but I no longer receive a salary or any other compensation from the company (dividend or otherwise).

If the company shows a significant profit, am I still responsible for my shareholder tax "follow through" burden even if I receive no compensation from the company to shoulder this burden?
 


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loku

Guest
Since you own shares, you become the owner of the appropriate portion of any profits the corporation makes, after the subtraction of expenses, including salaries paid to the active owners. And this is true, even if you receive no dividends.

Accordingly, you are subject to tax on your share of such earnings, and you are entitled to deduct your share of any loss.
 
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samuelj

Guest
Loku,
You're saying that the corporation is "required" to pay me my portion of any profits then, yes? (after expenses of course)
 
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loku

Guest
They are not required to pay you your portion of the profits until they declare a dividend to shareholders, in which case you would be entitled to your share, or until they sell or dissolve the corporation. At that time you would be entitled to your share of the net assets.
 
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samuelj

Guest
If this is the case, then I could potentially be responsible for the taxes on, say... $2 million of the company's profits (my share of the profits), but never see a dime of that $2 million, correct?
 
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loku

Guest
That is possible. If your share of the profits is that much, HIRE AN ATTORNEY!!! Only by actually talking to you and seeing all the pertinent documents can someone know the legal rights and liabilities here.
 

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