Shutting down my solo S-corp in Massachusetts and Balancesheet

[shareensap]

I am a solo s-corp in MA and my corporation had no income in 2017 and no cash reserve. I decided to close the business towards the end of 2017. To do this in Massachusetts, I had to file articles of dissolution and all the pending annual reports from previous years.

Expenses Amount Articles of dissolution (MA State) - $ 109 

Annual report 2013 (Sec of MA) - $ 135 

Annual report 2015(Sec of MA) $ 135 

Annual report 2017(Sec of MA) $ 109 

Annual corporate excise 2016(Paid on 3/1/2017) - $ 456 

Corporate excise Final filing 2017(Paid on 3/1/2018) $ 456 (Can I claim this since i incurred this technically in 2018) ?

Sum total of all closure related expenses $1400. Since my business bank account had not cash and I had no revenue, I had to use my personal credit card for all the above expenses. I also used my personal credit card for some very basic business expenses - around $200. I am the sole shareholder of my dissolved s-corp. Will I be able to declare all these as a loss or liability or a loan from the shareholder and pass it to my Schedule K1? Should I show this $1600 as a loan from the shareholder ? How do I bring my balance sheet to 0 ? MA needs to see a 0 balance sheet. Please advice.

Does this sound right on the balancesheet?

Loans from Shareholders : $1600

Retained earnings : -$1600

Total assets : 0.

Total liabilities, capital & retained earnings : 0.

Thanks,

Shareen

[Rick19744 · Accepted solution]

Just show the $1,600 as a capital contribution.  Not a loan as you won't be repaid.

I assume that you are a cash method taxpayer, so there is some exposure to claiming the amount paid in 2018 on the 2017 tax return.  I would not lose sleep over this and claim it in 2017 knowing that there is some exposure.

As a shareholder in an S corporation, you should be maintaining a basis schedule.  Once this is updated for your final K-1, you can now determine your overall gain or loss on this investment.

[shareensap]

Thanks Rick for your advice. Where do Capital contribution fall under ? It would not be under Liability right? There is a section in the balance sheet page called 'Capital and Retained earning'. with 3 options a) Capital Stock ...$......  b)Additional Paid in Capital ...$... c)Adjustments to shareholder equity ...$.... Would this Capital contribution fall under any of these groups ? Since I am 100% share holder (100 shares), I wouldn't any more equity with this capital contribution. Would this still apply for me ? Also, are you suggesting that I claim both 2017 & 2018 excise tax payments in this current filing , when you say do not lose sleep over it..(yes, I am a cash method taxpayer).Thanks again in advance..

[Rick19744]

Responses to your questions:
1) You can show it as additional paid in capital
2) Not sure I understand the next question.  Would what apply to you?
3) Yes claim both 2017 and 2018 on your final tax return.

[shareensap]

Thanks again Rick. 2)Since I am 100% share holder  in my s-corp(100 shares). Since, I wouldn't add any more equity with this capital contribution. Would this(Capital contribution - Additional Paid in Capital -The amounts paid for stock in excess of its par value . This include other amounts paid by stockholders and charged to equity accounts other than capital stock. ) still apply for me ?

[Rick19744]

Yes.  You did add additional equity, you paid the bills of the S corporation.  Since you technically can't do this from personal funds, the transaction is that you contributed the $$ to the S corporation and then the S corporation paid the bills and is then entitled to the expense at the S corporation level.