When Should Your S Corporation Have an S Corporation Subsidiary?

If you operate your business as an S corporation, you likely enjoy its tax-saving benefits—especially on Social Security and Medicare taxes. But there’s another powerful advantage you may not have considered: forming a qualified subchapter S subsidiary (QSub).

What Is a QSub and Why Consider It

A QSub is a wholly owned subsidiary of your S corporation. For federal tax purposes, it’s “disregarded”—meaning the IRS treats both the parent S corporation and the QSub as a single taxpayer. You file just one federal tax return (Form 1120-S) even if you have multiple QSubs.

Yet for legal purposes, the QSub is its own entity. This offers a compelling benefit: liability protection. If you operate different business lines or locations, placing them in separate QSubs can help shield your core business from legal or financial risks tied to any one activity.

Real-World Example 

Consider a physician who owns a professional S corporation that holds medical assets. When starting a medical lab, instead of running it through the same corporation, the doctor forms a QSub. Now, the lab’s liabilities stay separate, and there’s no added federal tax complexity.

Forming a QSub

To create a QSub, your S corporation must own 100% of the subsidiary and file IRS Form 8869. There’s no limit on the number of QSubs you can have, and you can transfer assets between your S corporation and QSubs without triggering federal taxes.

QSub vs. LLC 

You may wonder whether a single-member LLC offers similar benefits. While the tax treatment is comparable, QSubs tend to provide more consistent and reliable liability protection, particularly across state lines.

Final Thoughts

A QSub can be a smart strategic move if you want to expand operations, isolate risk, or hold separate assets—all without adding tax reporting burdens. That said, QSubs must be respected as separate legal entities and properly capitalized and insured.

Contact us to learn more.