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https://incfile.zendesk.com/hc/en-us/articles/360001751572-May-a-Nonprofit-Corporation-Pay-Compensation-to-its-Officers-Directors-and-or-Employees-
https://www.irs.gov/charities-non-profits/exempt-organizations-compensation-of-officers
The Internal Revenue Code defines corporate officers as employees for FICA, FUTA, and FITW purposes. However, an officer of a corporation who does not perform any services or performs only minor services and who neither receives nor is entitled to receive, directly or indirectly, any remuneration, is not an employee of the corporation.
https://lnktax.com/reasonable-compensation-for-s-corporation-officers/
This means that an S corporation officer who provides substantial services to the corporation and receives remuneration of any type for the services is considered to be an employee. His or her wages are thus subject to federal employment taxes, and the corporation will also have to pay its share of the taxes on the wages.
https://www.nolo.com/legal-encyclopedia/professional-corporations-29024.html
As of 2018, all professional corporations pay a flat tax rate of 21%. Unlike sole proprietorships, partnerships, and LLCs, professional corporations do not enjoy pass-through taxation, which means the professional corporation pays tax on its profits, and the owners pay tax a second time on the same income on their personal tax returns.
https://www.legalnature.com/guides/everything-you-need-to-know-about-professional-corporations
Shareholders may also gain tax benefits; however, it is important to note that the tax rate for a professional corporation in 2017 is 35%. Unlike a corporation where the tax rate is graduated, this applies to all earnings. When compared to partnerships, there are other advantages that must be taken into consideration.
https://www.irs.gov/businesses/small-businesses-self-employed/s-corporation-employees-shareholders-and-corporate-officers
When corporate officers perform a service for the corporation and receive or are entitled to payments, those payments are considered wages. The fact that an officer is also a shareholder does not change this requirement. Such payments to the corporate officer are treated as wages.
https://legalbeagle.com/12719411-what-liability-does-a-corporation-have-for-its-officers.html
Instead, the corporation is solely liable for the acts of its officers. However, exceptions do exist when a corporation’s officers act outside the scope of their duties. Role of Corporate Officers Every state has the authority to create laws that govern corporations, including the extent of a corporation’s liability for its officers.
https://legalbeagle.com/12722375-do-you-have-to-pay-officers-salaries-out-of-s-corporations.html
Compensation must first be made in the form of wages before non-wage distributions may be given to employee-shareholders. In other words, if you give money to someone as compensation for services he provides to the corporation, the compensation is considered wages. Health Insurance as Wages
https://www.forbes.com/sites/anthonynitti/2016/05/13/reasonable-compensation-for-c-corporation-shareholder-employees-how-much-is-too-much/
you can pay yourself compensation for services rendered in your capacity as an employee, and/or you can pay yourself -- and all other shareholders -- a dividend in your capacity as shareholders....
https://www.noglaw.com/suing-corporate-officers-employees-personally-misconduct/
There is an additional exception to the protections against individual liability – an officer or employee can be sued individually where the corporation is accused of a tort in which the shareholder/officer/employee personally participated. Tort liability applies regardless of whether the corporate veil is pierced.
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