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Amend From S Corp To LLC

What I need to do I can't seem to be able to. I filed my 23 return as an S Corp I received a letter from the irs stating it needs to be amended and filed as an LLC. It took me 4 phone calls to get someone to send me a download link to the desktop version. Now I can't seem to find a ace to change my business from an S Corp to an LLC??? Please Help

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4 Replies
M-MTax
Level 11

Amend From S Corp To LLC

I can't seem to find a place to change my business from an S Corp to an LLC??

That's because you can't do that. If you filed an 1120-S and were supposed to file a 1065, you have to file the 1065 and then amend the 1120-S to zero and as final.

M-MTax
Level 11

Amend From S Corp To LLC

 Changing from an S corp to an LLC is not allowed on one form.

rjs
Level 15
Level 15

Amend From S Corp To LLC

Is your business actually an LLC or is it an S corp? How is the business registered with the state?

How many owners does the business have?


An LLC can file Form 2553 with the IRS to elect to be treated as an S corp for tax purposes. Has your LLC done that?


You never actually file a federal tax return as an LLC because federal law does not recognize an LLC. An LLC with more than one member (owner) files as a partnership. Form 1065 is a partnership tax return. An LLC with only one member (owner) is disregarded for income tax purposes. It's treated the same as a sole proprietorship, which is reported as self-employment on Schedule C in the single owner's personal tax return.


An LLC that has filed Form 2553 to elect to be treated as an S corp files an S corp tax return, which is Form 1120-S.


I'm sure the IRS is not telling you to file "as an LLC" because there is no such thing. What exactly does the IRS letter say you should do?


And what exactly do you mean when you say "I filed my 23 return as an S Corp"? Do you mean that you did not file a Form 1040 personal tax return? A Form 1120-S tax return for an S corp is not a substitute for a personal tax return. You always have to file a Form 1040, even if you also file a separate 1120-S for an S corp or 1065 for a partnership.

 

Amend From S Corp To LLC

if it is single-member llc you may need to file 2 returns - 1 an amended S-corp showing nothing for revenue or expense since it seems you did not properly elect S-Corp status and an amended personal return to report all the activity - if a business on schedule C

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as a multi-member LLC that did not properly elect S-Corp taxation you may still need to file an amended S-Corp to show nothing. You cannot convert the S-Corp in Turbotax business to a partnership. You would have to create a partnership return from scratch. This also would also require you to file an amended personal return. 

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not enough information to determine if you can or should file for late S-Corp relief. For example, if you didn't take a salary, then it may be detrimental to make a late S-Corp election even if qualified 

General Relief Rules for S Corporation Elections

The following requirements must be met to qualify for late S corporation election relief by a corporation or entity classified as a corporation:

  • The entity intended to be classified as an S corporation, is an eligible entity, and failed to qualify as an S corporation solely because the election was not timely;
  • The entity has reasonable cause for its failure to make the election timely;
  • The entity and all shareholders reported their income consistent with an S corporation election in effect for the year the election should have been made and all subsequent years; and
  • Less than 3 years and 75 days have passed since the effective date of the election (See the Exception to the 3 Years and 75 Days Rule section below).

In addition, if the electing entity is requesting a late corporate classification election to be effective on the same date that the S corporation election was intended to be effective, the requesting entity must also meet the following additional requirements:

  • The entity is an eligible entity as defined in Treas. Reg. § 301.7701-3(a);
  • The entity failed to qualify as a corporation solely because Form 8832 was not timely filed; and
  • The entity timely filed all required federal tax returns consistent with its requested classification as an S corporation.

If the entity qualifies and files timely in accordance with Rev. Proc. 2013-30, the Campus can grant late election relief.  If the entity does not qualify under the provisions of the Revenue Procedure, its only recourse is to request a private letter ruling.

If you are interested in being taxed as an S-Corp, I suggest conferring with a tax pro that could go over the return you did filed and check for possible issues to electing S-Corp. 

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