A corporation is one of the several business entities that are available for companies in Missouri. A corporation is, essentially, much like a separate legal person. Often a corporation will have multiple owners (called Shareholders), and centralized management of the company which is provided by a Board of Directors and by Officers. The Board of Directors typically makes the big decisions regarding the affairs of the Corporation, and the Officers (such as President, Trasurer, etc.) will handle the day-to-day affairs of the Corporation. The division of power between the three branches of the Corporation (Shareholders, Officers, Board of Directors) provides a certain amount of “checks and balances” in the management and operation of the company.
The individuals who wish to form a corporation are called incorporators. The Incorporators must file the appropriate documentation with the Missouri Secretary of State’s office. Once the new Corporation is approved, only then may the Corporation act as a separate legal person.
There are two special variations of Corporations that are worth mentioning. A subchapter S corporation is a Missouri Corporation which has been granted permission from the Internal Revenue Service to receive different income tax treatment than “regular C Corporations”. In this arrangement, the income of the Corporation can “pass through” to the personal tax return of the shareholder(s), similar to the treatment of a partnership.
As a side note, Limited Liability Companies (LLC’s) may also be taxed as a subchapter S corporation as well, which has prompted many clients to form the simpler LLC, and elect to have the LLC taxed as a subchapter S Corporation. For more information on Limited Liability Companies, please see our Limited Liability Company page.
Another business entity available in Missouri is a non-profit corporation. Non-profits are usually formed for charitable purposes, or for purposes other than making income, such as in the case of social clubs or neighborhood associations. For more information on Non-profit Corporations, please see our Non-Profit Corporation page.
