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The document is a comprehensive guide for establishing a Professional Service Corporation in Maryland, detailing the legal requirements, organizational structure, and necessary forms. It outlines the differences between regular and professional corporations, including licensing requirements, corporate name regulations, stock issuance rules, and liability considerations. The document also provides step-by-step instructions for incorporating, including name reservation, filing articles of incorporation, obtaining a federal tax ID, and maintaining corporate compliance.

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What is a Maryland close corporation?

This business structure is sometimes referred to as a closely held corporation. Close corporations are permitted to have one individual acting as all required officers and may also elect to have no board of directors. Close corporations are subject to restrictions on the number and identity of shareholders.

What is the purpose of a close corporation?

By structuring as a closed corporation when incorporating, a partnership can benefit from liability protection without dramatically changing the way that the business operates. It can also offer companies greater flexibility in operations, as they are free from most reporting requirements and shareholder pressure.

What is a business MD?

MD Business means the business engaged in or proposed to be engaged in as of the Effective Date by the majority owned (either directly or indirectly) subsidiaries of the Company and includes all work or efforts done by or on behalf of the Company for such subsidiaries.

What is considered a close corporation?

A close corporation is a corporation which is held by a limited number of shareholders and is not publicly traded.

What are the disadvantages of a close corporation?

Disadvantages: Shareholders potentially have unlimited personal liability. It is impossible to list on the stock exchange. The absence of annual meetings and filing of accounts can lead to difficulties in monitoring the companys performance.

Do I need to file a MD tax return?

If you are a Maryland resident, you are required to file a Maryland income tax return if you are required to file a federal income tax return, and your gross income equals or exceeds the level for your filing status in Filing Requirements see above and in Instruction 1 of the Maryland resident tax booklet.

What is the difference between an LLC and an S Corp in Maryland?

Are LLCs and S-Corps in Maryland subject to the same taxes? No, LLCs and S-Corps in Maryland are subject to different taxes. LLCs are generally subject to self-employment taxes, whereas S-Corps are generally subject to corporate taxes. Additionally, LLCs may be required to pay estimated taxes, whereas S-Corps are not.

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