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I have a C-Corp in my name that was building a software project I was working on with a partner. The project is winding down now and there are still some funds in the account.

Me and the partner want to work on a new business venture together next that does not involve software. So we wanted to create a new legal entity for that (probably an S-Corp).

Q1. Is there any way to transfer money from that C-Corp directly to the new S-Corp to use for business expenses for the new company? As opposed to paying the money to one of us that would be taxed as income and then investing it from our personal account in the S-Corp?

Q2. The C-Corp is managed by me and I am president of that company, would there be any complications if the new S-Corp were in the name of someone else?

any pointer in the right direction would be most helpful, thank you in advance

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Money taken out of a C-corp, if not company expense, is either dividend or return-of-capital and depending on an accounting of retained earnings.

But the C-corp, if the partners are the same and if its formation purpose is a broad generalization, could just change it's name and execute an internal memo declaring a new purpose. The name change requires paperwork with the state of formation and requires a new tax ID with the IRS.

Also, a U.S. S-corp doesn't allow foreign owners while a U.S. partnership does. But the partnership requires a withholding and filing of U.S. taxes for foreign partners.

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  • thank you! I don't have enough karma to give your answer points but I've marked it as the accepted answer. Apr 15, 2020 at 2:04

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