Tax planning
S-corp or LLC for a Sonoma County professional practice?
By Daouda Traore, MBA · September 30, 2026
If you run a profitable one-owner practice — a law firm, a brokerage, a consulting or design shop — someone has probably told you to “become an S-corp.” Sometimes that’s good advice. Often it’s early. Here’s how to think about it, in plain terms. This is general information, not advice for your situation.
What “becoming an S-corp” really means
An S-corp isn’t a different kind of company — it’s a tax election. You can be an LLC (or a corporation) and elect to be taxed as an S-corp. Nothing about your clients, contracts, or bank accounts changes. What changes is how the IRS treats the money you take out.
- As a sole proprietor or standard LLC: all of your business profit is subject to self-employment tax (Social Security and Medicare), on top of income tax.
- As an S-corp: you pay yourself a reasonable salary through payroll, and that salary is subject to payroll taxes. Profit above the salary is distributed to you without self-employment tax.
The potential savings is the self-employment/payroll tax you avoid on the profit that’s taken as a distribution instead of salary.
Why it’s often “not yet”
The election brings real, recurring costs:
- Payroll. You now have to run actual payroll for yourself — filings, deposits, W-2 at year end.
- A second tax return. The S-corp files its own return (1120-S) in addition to your personal return.
- Bookkeeping has to be tighter. Distributions, owner’s basis, and reasonable comp all need to be tracked properly.
- The “reasonable salary” rule. You can’t pay yourself $10,000 and distribute $150,000. The salary has to reflect what the work is worth, and paying yourself too little is a well-known audit flag.
Add those up and the election typically costs a few thousand dollars a year in extra compliance. If your profit is modest, the tax saved doesn’t clear that hurdle, and you’ve added paperwork for nothing.
A rough way to gauge it
The math turns favorable when your net profit is high enough that the payroll-tax savings on the distribution clearly exceeds the added yearly cost of payroll and a second return. For many one-owner professional practices that point is somewhere in the low-to-mid six figures of profit — but “somewhere” isn’t good enough to act on. It depends on your reasonable-salary number, your state situation, and your retirement-plan contributions, which the S-corp structure can affect in both directions.
The only reliable way to decide is to model it with your actual numbers: your real profit, a defensible salary figure, and the specific added costs. That comparison either shows a clear annual saving or it doesn’t.
The California wrinkles
A few things specific to a Sonoma County practice:
- California imposes a 1.5% tax on S-corp net income (with an $800 minimum), which trims the benefit somewhat.
- The Pass-Through Entity elective tax can work in an S-corp’s favor by making more of your state tax deductible federally — but it has in-year deadlines.
- Some professions have licensing rules about which entity types they can use. Check before you file anything.
What to do
If your practice is clearly profitable and growing, it’s worth running the numbers now rather than at tax time — an election usually has to be in place early in the year to apply to that year. If profit is still building, revisit it annually; the answer changes.
Roots Tax Pro models the S-corp question with your real books and gives you the comparison in plain terms — and if the answer is “not yet,” we’ll say so. Book a free consultation to talk it through.