Late S Corp Election Deadline? There’s Still Hope!

What's inside?

A stylized image of Form 2553 with "Late Election" stamped across it.

Missing a tax deadline can feel like the world is ending, especially when it comes to something as important as electing S Corp status for your business. But if you missed this year deadline, take a deep breath. You’re not alone, and there might still be a way to fix it.

At XOA TAX, we’ve helped many business owners just like you successfully navigate the late S Corp election process. It can be a real game-changer for your tax bill, but it’s important to understand all the details before moving forward.

What Does a Late S Corp Election Mean?

Simply put, an S Corp election allows your business (whether it’s an LLC, partnership, or C Corp) to be taxed as an S Corporation. This can lead to significant tax savings for many business owners. How? By reducing your self-employment tax burden. Instead of paying those hefty self-employment taxes on all your profits, you can take some of that money as a salary and pay regular employment taxes instead.

Typically, you need to file Form 2553 with the IRS within 75 days of forming your business or starting your tax year to elect S Corp status. But life happens, and deadlines get missed. Fortunately, the IRS offers some relief for those who file late.

Why Choose S Corp Status?

  • Lower Self-Employment Taxes: This is the big one. As an employee of your own company, you can potentially reduce what you owe in Social Security and Medicare taxes.
  • Section 199A Deduction: S Corp status can help you maximize the Qualified Business Income (QBI) deduction, which allows you to deduct up to 20% of your business income.
  • State and Local Tax (SALT) Benefits: Depending on where you live, S Corps may offer ways to navigate those tricky state and local tax limitations.
  • Potential for Lower Audit Risk: While not guaranteed, some studies suggest that S Corps might face a lower risk of being audited compared to sole proprietorships.

Is a Late S Corp Election the Right Move for You?

Before jumping in, consider these key factors:

  • Net Income: The higher your business income, the more you stand to gain from the tax benefits of an S Corp election.
  • State Tax Laws: Every state has its own rules about S Corps. Some states might have taxes that offset the federal tax benefits. It’s essential to do your research or consult with a tax professional.
  • Other Income: If you have a lot of W-2 income that puts you close to the Social Security wage base limit, the benefits of an S Corp election might be smaller.
  • Business Stability: An S Corp election generally makes more sense for established businesses with consistent income and a long-term outlook.
  • Business Structure: You’ll need to have an LLC or another eligible entity in place.
  • Business Partners: If you have partners, they all need to agree on the S Corp election and understand how it will affect income allocation.
  • Appreciating Assets: It’s usually a good idea to hold appreciating assets (like real estate) in a separate entity, such as an LLC.

Who Can Elect S Corp Status?

Not all businesses are eligible to become S Corps. Here are some key requirements:

  • Shareholder Limit: You can have a maximum of 100 shareholders.
  • Eligible Shareholders: Shareholders must be U.S. citizens or residents, certain types of trusts, or estates. Partnerships, corporations, and non-resident aliens are not eligible to be shareholders.
  • Single Class of Stock: An S Corp can only have one class of stock.

How to File Late

The good news is that the IRS allows late S Corp elections under Revenue Procedure 2013-30. This gives you some leeway if you file within 3 years and 75 days of the original intended effective date.

Here’s a breakdown of the process:

  1. Complete Form 2553: Fill it out accurately, including all the required information and signatures from all shareholders.
  2. Explain Why You’re Late: Attach a statement explaining the reason for the late filing. The IRS will review this to see if your reason is valid. Acceptable reasons can include things like unavoidable delays in getting important information, serious illness, or simply misunderstanding the filing requirements.
  3. Determine Your Salary: You’ll need to set a reasonable salary for yourself as an officer of the corporation. This is a crucial step to maximize tax benefits and stay on the right side of the IRS.
  4. File with the IRS: Mail your completed Form 2553 and your “reasonable cause” statement to the appropriate IRS address.

Maintaining Your S Corp Status

Once your S Corp election is approved, it’s important to stay compliant:

  • Corporate Formalities: Hold regular meetings, keep minutes, and follow other corporate procedures to ensure the IRS recognizes your S Corp status.
  • Separate Accounts: Always keep your business and personal finances separate.
  • Adequate Records: Maintain detailed records of your income, expenses, and any shareholder distributions.

State Tax Considerations

  • Varying Laws: State tax laws about S Corps can be very different from federal laws. Some states might have taxes that eat into your federal tax savings, while others offer favorable treatment.
  • State-Specific Research: It’s essential to research your state’s specific laws or talk to a tax professional to understand how an S Corp election will affect your state taxes.

Holding Appreciating Assets

  • Potential Tax Benefits: If your business has appreciating assets (like real estate), holding them in a separate entity, such as an LLC, can provide tax advantages and liability protection. This strategy can be especially beneficial when combined with S Corp status for your operating business.

Potential Drawbacks and Risks

While there are many benefits to being an S Corp, it’s important to be aware of the potential downsides:

  • Penalties for Non-Compliance: If you don’t meet the requirements for S Corp status, you could face penalties and lose your tax benefits.
  • Personal Liability: S Corps offer some liability protection, but it’s not absolute. There might be situations where you could be personally liable for business debts.
  • Administrative Costs: Running an S Corp comes with costs like payroll processing, accounting fees, and potentially higher state taxes.

Staying Compliant

  • Annual Filing Requirements: You’ll need to file an annual tax return (Form 1120S) and meet other reporting requirements.
  • Payroll Tax Deposits: If you’re paying yourself a salary, you’ll need to make regular payroll tax deposits.
  • Reasonable Compensation: The IRS requires S Corp shareholders to pay themselves a reasonable salary for the work they do for the company.

FAQs about Late S Corp Elections

Q: How much will I save with an S Corp election?

A: It depends on your income, state taxes, and other factors. A tax professional can give you a personalized estimate.

Q: What happens if the IRS rejects my late election?

A: If the IRS doesn’t accept your reason for filing late, you might need to explore other tax planning options. A tax advisor can help you figure out your alternatives.

Q: Can I file a late S Corp election for a past tax year?

A: Generally, no. Revenue Procedure 2013-30 only allows for late elections within 3 years and 75 days of the original intended effective date.

Get Expert Help

Navigating a late S Corp election can be tricky. Don’t try to do it all yourself! The experienced CPAs at XOA TAX can help you with every step:

  • Assess your eligibility for a late S Corp election
  • Prepare and file the necessary paperwork
  • Determine a reasonable salary
  • Ensure you meet all IRS requirements
  • Maximize your tax benefits

Ready to take control of your taxes? Contact XOA TAX today for a free consultation!

Disclaimer: This post is for informational purposes only and does not provide legal, tax, or financial advice. Laws, regulations, and tax rates can change often. Please consult a professional advisor for advice specific to your situation.

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