S-Corp Election: Form 2553 Deadlines & Late-Election Relief

The standard deadline

To be treated as an S-Corp for a given tax year, you must file Form 2553 within 2 months and 15 days of the start of that tax year.

For a calendar-year business, that means the deadline is March 15.

The three possible timings

When you file Form 2553	Effective for
Any time in the prior year	Current year
By March 15 of current year	Current year
After March 15 but within 3 years, 75 days	Current year only if late relief applies
After March 15 without relief	Next year at earliest

Rev. Proc. 2013-30: late relief

This IRS procedure allows retroactive S-Corp election if you meet all of these:

1. The entity intended to be an S-Corp from the intended effective date
2. Failure to file on time was due to reasonable cause, not intentional
3. The entity and all shareholders report consistent with S-Corp treatment
4. Filing is within 3 years and 75 days of the intended effective date

If you qualify: write "FILED PURSUANT TO REV. PROC. 2013-30" at the top of Form 2553 and attach a statement explaining the reasonable cause. Common reasonable causes:

• "I was a new business owner and didn't know about the deadline"
• "My tax preparer failed to file on my behalf"
• "I filed the incorrect version of Form 2553"

The IRS grants relief often. But not automatically — you have to request it.

Filling out Form 2553

Main sections:

• Part I: Business info (name, address, EIN, state of incorporation)
• Item E: Effective date of election (January 1 of the target year for calendar-year election)
• Item F: Tax year (typically calendar year for solo businesses)
• Item I: Name, address, SSN, and signature of each shareholder (just you if solo)
• Part II: Only if electing fiscal year (most solos skip)
• Part III: Only for QSSS elections (subsidiary — not applicable for solos)

Sign. Date. Every shareholder must sign.

How to file

• Fax: Recommended. IRS fax numbers listed in Form 2553 instructions (varies by state). Gets you a transmission confirmation.
• Mail: Certified with return receipt. Slower, but creates a paper trail.
• E-file: Not standalone. Can be submitted with an 1120-S through a professional preparer.

Keep the fax confirmation or certified mail receipt forever. If the IRS later claims they never received it, this is your proof.

What happens after you file

The IRS sends back a CP261 notice (acceptance) or a CP264 notice (rejection) within 60 days. Save both.

If you don't hear back in 60 days, follow up by calling the IRS Business & Specialty Tax Line (800-829-4933).

Can a new LLC elect immediately?

Yes. A newly formed LLC has 2 months and 15 days from its formation date (not the calendar year start) to file Form 2553 for S-Corp treatment effective from formation.

Example: LLC formed June 1. Deadline to elect S-Corp starting June 1: August 15. If you file by August 15, the entity is an S-Corp from day one.

Reverting from S-Corp back to LLC

Less well-known: you can revoke the S-Corp election. File a statement of revocation with the IRS. After a revocation, you can't re-elect S-Corp for 5 years (without IRS permission).

Common reasons to revoke:

• Income dropped below the break-even point
• State's S-Corp franchise tax became burdensome
• Preparing for a sale (buyers may prefer LLC)

Common mistakes on Form 2553

• Missing shareholder signature
• Effective date set wrong (using formation date instead of Jan 1 for existing LLC)
• Skipping Item E entirely
• Fax sent to wrong IRS center (the state determines which fax number)