Business & farm

The IRS is penalizing me (Charge 549) for "failure to file forms W-2". It's my understanding that an S-Corp only needs K-1 if there are no employees and only 2 equal shareholders.  This is also for a company that closed and made no money that year, therefore was a final return.  

Am I correct that filing a final 1120S without W-2 is ok?

 

Thank you!