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S-Corp Owner Compensation Guide

Reasonable compensation, payroll setup, and the tax math behind salary vs. distributions.

The S-corp's tax advantage lives in one split: salary vs. distributions. Salary is subject to payroll taxes (15.3% combined up to the Social Security wage base); distributions are not. Get the split right and you save real money. Get it wrong and you invite the IRS's most common S-corp audit issue.

The rule: reasonable compensation first

If you work in your business, the IRS requires a "reasonable" W-2 salary before you take distributions. Reasonable means roughly what you'd pay someone else to do your job. Factors that matter: your role and hours, your training and experience, what comparable businesses pay, and the company's size and revenue.

How to set the number

  1. Price the role, not the profit. Look at market data for the actual jobs you do (operator, rainmaker, technician) in your region.
  2. Document it. A one-page memo with comparables, revisited annually, converts an argument into a defensible position.
  3. Scale with reality. A $150K-profit firm paying a $40K salary raises eyebrows; the same salary at a $60K-profit startup year may be perfectly defensible.

The math, illustrated

Say the business nets $200K. At a $90K reasonable salary, roughly $110K flows as distributions free of the ~15.3% payroll tax — saving roughly $12–14K per year versus taking it all as salary (numbers vary with the wage base and your situation). That's the engine; reasonable compensation is the governor on it.

Execution details that get missed

  • Run real payroll — W-2, withholding, quarterly filings. "I'll 1099 myself" is not an option for S-corp owners.
  • Health insurance: premiums for a 2%+ shareholder must be added to W-2 wages (then deducted personally). Most payroll errors we fix start here.
  • Retirement leverage: employer 401(k) contributions are calculated on W-2 wages — a salary set too low also caps your retirement deduction.
  • Basis and proportionality: distributions beyond your stock basis become taxable, and multi-owner S-corps must distribute in proportion to ownership.

Lemoti reviews owner compensation annually as part of tax planning — salary study, payroll setup, and the quarterly projections that keep the whole structure working.