Questions founders ask us

Short answers to the tax, bookkeeping, and compliance questions that come up when you run a US company from anywhere else. Each one links to the full guide.

All topics
US tax filing

What if I make a mistake on Form 1120?

You file an amended return correcting the error. Small arithmetic mistakes are often caught and adjusted by the IRS, which sends a notice rather than requiring an amendment.

Errors that change taxable income need fixing properly. Our Form 1120 page covers what the return requires.

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Bookkeeping & accounting

What is the difference between a bookkeeper and an accountant?

Bookkeeping is recording transactions: categorizing spend, reconciling accounts, keeping the ledger accurate. Accounting is interpreting that record, closing the books, and producing statements and tax filings.

Bookkeeping is the input, accounting is the output. You cannot get useful accounting from bad bookkeeping. We compare the two roles.

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State tax filing

Is the sales tax I collect a deductible expense?

No. Sales tax you collect is money held on behalf of the state, not revenue, so it is a liability until remitted rather than an expense.

Sales tax you pay on your own purchases is different and is deductible as part of the cost of what you bought.

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Incorporation

How do I prove I filed my 83(b) election on time?

Yes, under the mailbox rule, if it is postmarked within the 30-day window. Use certified mail with return receipt so you have dated proof.

The postmark is what matters, not the date the IRS opens it. Keep the receipt permanently, because the IRS does not acknowledge these filings.

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State tax filing

What is the difference between excise tax and sales tax?

Sales tax applies broadly to retail sales and is collected from the buyer at the point of sale. Excise tax applies to specific goods or activities, fuel, air transport, certain insurance premiums, and is usually owed by the seller or producer.

A business can owe excise tax without ever collecting sales tax.

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State tax filing

Can I use my home state resale certificate everywhere?

No. Some states accept out-of-state certificates, and others require one issued by their own revenue department.

Multistate forms cover several states at once but not all of them. Check acceptance in each state where you buy for resale.

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Incorporation

What documents are needed to issue founder stock?

A board consent approving the issuance, a stock purchase agreement with the vesting terms, proof the founder paid for the shares, the stock ledger entry, and the 83(b) election if vesting applies.

Diligence asks for all five. Reconstructing them two years later is harder than doing them at formation.

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Incorporation

Which founders need the LLP holding structure?

The holding structure where each India-resident owner holds US company stock through a personal Indian LLP, with the US entity sitting above an Indian subsidiary.

It exists because FEMA restricts Indian residents from holding control-level stock directly in a foreign company with a step-down subsidiary. More on holding structures.

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US tax filing

What is Form 1065?

Form 1065 is the annual federal tax return for partnerships and multi-member LLCs taxed as partnerships. It reports the entity's income, deductions, gains, and losses to the IRS for the year, and it generates the Schedule K-1s that each partner uses when filing their own personal return. The partnership itself does not pay income tax on this return. The income passes through to the individual partners.

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Bookkeeping & accounting

What services can I expect from professional bookkeeping providers?

Transaction categorisation, bank and card reconciliation, accounts payable and receivable tracking, monthly close, and financial statements. Many also handle payroll coordination and tax filing.

What varies is whether a qualified accountant reviews the output or software alone categorises your ledger. Our bookkeeping guide covers the scope.

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Incorporation

What is the difference between authorized and issued shares?

Authorized shares are the maximum the charter permits the company to issue. Issued shares are the ones actually held by founders, investors, and employees.

The gap between them is your room to grant equity later. It also drives Delaware franchise tax under the authorized shares method, which is why the default calculation produces such a large number.

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Closing a business

How much does it cost to dissolve a startup?

It ranges from a few hundred dollars for a simple, inactive company to $3,000–$5,000 or more if you have investors, employees, or multi-state filings. The IRS side is free — Form 966, your final return, and the EIN closure letter all cost nothing.

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Incorporation

Is a C-corp always double taxed?

Only when profits are distributed. The corporation pays tax on its income, and shareholders pay again on dividends they receive.

Most early companies never hit the second layer, because they reinvest rather than distribute. Double taxation is a real cost for profitable, dividend-paying businesses and largely theoretical for a company still growing.

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US tax filing

What information do you need to file Form 3115?

The current and proposed accounting methods, the year of change, the section 481(a) adjustment calculation, and details of the item being changed, such as the depreciation history for an asset.

Automatic changes attach to a timely filed return. Non-automatic ones need advance IRS consent and a user fee.

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US tax filing

Where does a K-1 go on my Form 1040?

On Schedule E, which carries income from partnerships and S corporations through to your Form 1040. Specific items on the K-1 may also route to other schedules.

The K-1 itself is not attached to your return, but the figures have to match what the entity filed.

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