Form 2553 Deadline: When to File and Late-Election Relief

When is Form 2553 due?

The IRS says Form 2553 must be filed no more than two months and 15 days after the beginning of the tax year the election is intended to take effect. An eligible entity can also file during the tax year immediately before the year the election is intended to begin.

March 15 is a common calendar-year example, not a universal deadline. The intended effective date, whether the entity had a prior tax year, and whether the entity has a calendar, fiscal, or short tax year all affect the calculation.

How the Form 2553 deadline changes by situation

What effective date belongs on Form 2553?

For an entity making the election for its first tax year in existence, the IRS instructions say the effective date in item E should be the earliest date the entity first had owners, first had assets, or began doing business. That date may be later than the legal formation date and often is not January 1.

An existing entity that is keeping its current tax year generally enters the first day of the first tax year for which it wants the election to be effective. A requested midyear date, tax-year change, or prior classification election needs separate review.

What information and signatures are needed?

• Legal entity name, address, employer identification number, and formation date
• Dates the entity first had owners, assets, and business activity
• Requested effective date and selected tax year
• Shareholder names, addresses, ownership dates, tax identification numbers, and signed consents
• Prior entity-classification elections and federal tax returns
• Payroll, owner-payment, and shareholder-return history when a late election is being reviewed
• A signed copy of the election, filing evidence, and any IRS acceptance or nonacceptance correspondence

What should you do if the Form 2553 deadline passed?

1. Confirm the intended effective date

   Identify the tax year the election was intended to begin and the earliest date the entity had owners, assets, or business activity. Do not select a date only because it produces a preferred deadline.

2. Verify eligibility and the reason the election failed

   Confirm the entity and shareholders otherwise met the S corporation requirements. Rev. Proc. 2013-30 generally addresses an otherwise valid election that failed because it was not filed on time.

3. Reconcile the filing history

   Review Forms 1120-S or other entity returns, shareholder reporting, payroll records, and IRS correspondence. The relief analysis depends partly on whether the entity and shareholders reported consistently with the intended election.

4. Test the applicable relief route

   Determine whether the standard three-years-and-75-days route, the narrower corporation exception, or a different procedure applies. An eligible entity also seeking late corporate-classification relief has additional requirements.

5. Prepare the filing and preserve proof

   Use the current Form 2553 instructions, include the required statements and signatures, use the current filing destination, and retain the signed submission, delivery evidence, and IRS determination.

When can Rev. Proc. 2013-30 late-election relief apply?

Revenue Procedure 2013-30 provides a procedural path for certain late S corporation elections and related late entity-classification elections. It is conditional relief, not an automatic extension or approval.

For many requests, the completed filing must be submitted within three years and 75 days of the intended effective date. A narrow exception can apply to certain corporations after that period, but it does not broadly apply to an LLC that also needs a late entity-classification election. If the revenue procedure does not apply, a private letter ruling may be required under the current IRS procedure and may involve a user fee.

• The entity intended to be treated as an S corporation as of the requested effective date
• The entity and shareholders were otherwise eligible, and the election failed solely because it was untimely
• The entity has reasonable cause and acted diligently after discovering the missed filing
• The entity and affected shareholders reported consistently with the intended S corporation treatment
• The required shareholder consents, statements, signatures, and other procedural requirements are satisfied
• Any additional requirements for a simultaneous late entity-classification election are satisfied

How is a late-election request labeled?

The current Form 2553 instructions direct an entity requesting Rev. Proc. 2013-30 relief to place “FILED PURSUANT TO REV. PROC. 2013-30” at the top of Form 2553. The entity must also provide the applicable reasonable-cause and diligent-action explanation and any required statements.

Adding that phrase by itself does not establish eligibility or guarantee relief. Review the current instructions and revenue procedure before filing because the required attachments and filing method depend on the entity's facts and return history.

How do you file Form 2553 and prove it was received?

The IRS generally accepts the original election by mail or fax at the service center assigned under the current instructions. Certain late elections can be attached to Form 1120-S. Filing destinations can change, so use the current IRS “Where to file” page instead of an old saved address or fax number.

If the election is faxed, the IRS instructions say to retain the original Form 2553 with the entity's permanent records. Keep the signed election and shareholder consents regardless of the filing method.

• Timely postmarked certified or registered U.S. mail receipt
• Equivalent proof from an IRS-designated private delivery service
• A Form 2553 bearing an accepted stamp or IRS received-date stamp
• An IRS letter confirming that the election was accepted

How do you confirm that the IRS accepted the election?

The IRS says it generally sends an acceptance or nonacceptance determination within 60 days after Form 2553 is filed. If the entity receives no determination within two months of the mail or fax date, the instructions say to follow up with the IRS. A longer period applies when the entity requests a ruling for a selected tax year in Part II.

No response is not proof of acceptance. An IRS acceptance notice, including a CP261 notice when issued, should be kept permanently with the entity's tax and formation records.

Is March 15 always the Form 2553 deadline?

No. March 15 is the standard example for an existing calendar-year entity seeking a January 1 effective date. A new entity, short tax year, fiscal-year entity, or different requested effective date can produce a different filing window.

Is Form 2553 always due 75 days after formation?

No. The IRS instructions use a calendar-month rule of no more than two months and 15 days after the tax year begins, not a universal 75-day count from legal formation. For a first-year entity, the effective date generally starts with the earliest date it first had owners, assets, or business activity.

Can Form 2553 be filed before the tax year begins?

An existing entity can file during the tax year before the year the election is intended to take effect. A new entity with no prior tax year cannot make a valid election before its first tax year begins, according to the examples in the IRS instructions.

Does Form 7004 extend the Form 2553 deadline?

No. Form 7004 requests more time to file certain business income-tax and other returns. It does not extend the separate deadline for making an S corporation election on Form 2553.

Can an LLC file Form 2553?

An eligible domestic entity can use Form 2553 to elect S corporation tax treatment when the federal requirements are met. In some cases the Form 2553 election also provides the intended corporate tax classification without a separate Form 8832. A late election that also requires late entity-classification relief has additional requirements.

Does filing Form 2553 create an S corporation?

No. Form 2553 is a federal tax election; it does not form the legal entity. The entity remains organized under applicable state law while the accepted election changes its federal tax treatment for the effective period.

Can the IRS accept a late Form 2553?

Potentially. Rev. Proc. 2013-30 may provide relief when the entity meets the applicable timing, eligibility, reasonable-cause, diligent-action, consistent-reporting, signature, and procedural requirements. Neither the passage of less than three years and 75 days nor a reasonable-cause statement guarantees acceptance.