Can an S Corp Own a C Corp

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    Sean Thorton's Avatar

    Sean Thorton Posts: one, Reputation: 1

    New Member

    Jun 17, 2008, 01:33 PM

    Can a "C" Corporation own and "Due south" Corporation?

    I would like to know, if a "C" Corporation tin own an "S" Corporation?

    excon's Avatar

    excon Posts: 21,482, Reputation: 2992

    Uber Member

    Jun 18, 2008, 06:16 AM

    Hello Sean:

    Think of a corporation every bit a taxpayer, who has the same rights you exercise as a taxpayer, except that a corporation tin't vote, and it doesn't die.

    Anything YOU can own, a corporation can own.

    excon

    taxCPA's Avatar

    taxCPA Posts: 1, Reputation: 1

    New Member

    Jul 18, 2008, 11:14 AM

    Consult with appropriate tax professionals whenever getting into something significant.

    Under Internal Revenue Lawmaking Section 1361(b)(i), only certain shareholders can be part of an S corporation (generally just resident individuals and a couple kinds of trusts) and C corporations are certainly non part of the mix.

    If you fix this upwardly, your Due south corporation would immediately turn into a C corporation equally its ballot to exist taxed as an S corporation would be taken away.

    azlaw97's Avatar

    azlaw97 Posts: 1, Reputation: one

    New Fellow member

    Nov 18, 2009, 10:51 AM

    Tax CPA is right, a C Corp. cannot own an S Corp. Notwithstanding, an Due south Corp can ain a C Corp.

    djerry4231's Avatar

    djerry4231 Posts: 3, Reputation: 1

    New Member

    Dec 16, 2009, 02:03 PM

    azlaw97 is exacly 100% Incorrect!! Exactly opposite.

    AK lawyer's Avatar

    AK lawyer Posts: 12,592, Reputation: 977

    Expert

    Dec 22, 2009, 08:38 AM

    Quote Originally Posted by djerry4231 View Post

    azlaw97 is exacly 100% WRONG!! Exactly opposite.

    Wrong. Azlaw97

    is

    right.

    For purposes of this subchapter, the term �modest business corporation� ways a domestic corporation which is not an ineligible corporation and which does not
    (A) take more than than 100 shareholders,
    (B) have as a shareholder a person (other than an estate, a trust described in subsection (c)(ii), or an organization described in subsection (c)(half-dozen)) who is not an private,

    www.law.cornell.edu/uscode/26/13http://61(c)(vi).html

    Translation: An "Southward corporation" may not have some other corporation as a shareholder.

    A corporation is not an "individual".

    djerry4231's Avatar

    djerry4231 Posts: 3, Reputation: 1

    New Fellow member

    Dec 22, 2009, 09:40 AM

    Quote Originally Posted by AK lawyer View Post

    Give thanks you for proving my betoken... A C corp can own a subchapter S or LLC... non the other fashion effectually.

    AK lawyer's Avatar

    AK lawyer Posts: 12,592, Reputation: 977

    Practiced

    Dec 22, 2009, 09:49 AM

    Quote Originally Posted by djerry4231 View Post

    Thank you lot for proving my betoken.....A C corp tin own a subchapter S or LLC....not the other way around.

    Huh? I didn't prove your point.

    The "owned" subchapter S corporation must be endemic past an individual,

    not

    past another corporation, subchapter C,D, E, F, or whatever.

    Certain, the C could ain the South, but in that case the S would not authorize to be an South.

    djerry4231's Avatar

    djerry4231 Posts: 3, Reputation: 1

    New Member

    Dec 22, 2009, 09:54 AM

    Quote Originally Posted by AK lawyer View Post

    Huh? I didn't prove your point.

    The "owned" subchapter South corporation must be owned by an individual.

    Non

    past another corporation, subchapter C,D, Due east, F, or whatsoever.

    Ok... I run across, my apologies. How about an LLC then? The reason for my inquiry was that I'm forming a property corporation and I wanted to know what construction the sub companies should or needed to exist. I responded previously every bit to how I understood corporation ownership to exist.

    Thank you in advance

    Jerry

    AK lawyer's Avatar

    AK lawyer Posts: 12,592, Reputation: 977

    Practiced

    Dec 22, 2009, 11:43 AM

    A LLC is not a "person", an "estate, a trust... or an system described [ in sect. 501(c)(3); i.e. a qualifying non-profit]. So no.





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