Hello and thank you for your question.
Yes, dividends from a subchapter S corporation have to be distributed
in proportion to stock ownership. Which means equally between 50-50
shareholders.
The reason is the one-class-of-stock requirement of Internal Revenue
Code Section 1361(b)(1)(D).
Section 1361(b)
(b) Small business corporation
(1) In general
For purposes of this subchapter, the term ''small business
corporation'' means a domestic corporation which is not an
ineligible corporation and which does not -
(A) have more than 75 shareholders,
(B) have as a shareholder a person (other than an estate, a
trust described in subsection (c)(2), or an organization
described in subsection (c)(6)) who is not an individual,
(C) have a nonresident alien as a shareholder, and
(D) have more than 1 class of stock.
http://uscode.house.gov/usc.htm
[you'll need to put 1361 in the search box]
"A corporation is considered to have one class of stock if all of its
outstanding shares bestow equal rights to distributions [dividends]
and liquidation yield."
CPA Journal Online
http://www.nysscpa.org/cpajournal/old/14345301.htm
So in the case of your company, chances are you only have common stock
of a single class, and all of it has been issued to you. As sole
stockholder, you get any and all dividends. Your would-be partner
cannot share in those dividends unless your partner is a stockholder.
Search terms used:
internal revenue code
1361 regulations dividends
Thanks again for bringing us your question.
Sincerely,
Google Answers Researcher
Richard-ga |