How to File Your LLC as an S Corp: Form 2553 Deadlines and Filing

To have your LLC taxed as an S corporation, file IRS Form 2553 (Election by a Small Business Corporation), signed by every member, by mail or fax within two months and 15 days of the start of the tax year you want the election to cover. That single filing is how to file an LLC as an S corp with Form 2553; you do not need to submit Form 8832 separately, because a timely Form 2553 is treated as an election to be taxed as a corporation.1Internal Revenue Service. About Form 2553, Election by a Small Business Corporation

Confirm Your LLC Qualifies

Before you fill out anything, make sure the LLC meets each S corporation requirement. A single disqualifying feature voids the entire election.

  • The LLC must be a domestic entity formed under U.S. state law.
  • It can have no more than 100 shareholders. Family members can be counted as one shareholder toward this cap.2Office of the Law Revision Counsel. 26 USC 1361 – S Corporation Defined3eCFR. 26 CFR 1.1361-1 — S Corporation Defined
  • Every owner must be an eligible shareholder: U.S. citizens, resident aliens, certain trusts (grantor trusts, QSSTs, and ESBTs), or an estate. Nonresident aliens, partnerships, corporations, and most tax-exempt entities cannot hold any interest.3eCFR. 26 CFR 1.1361-1 — S Corporation Defined
  • The LLC can have only one class of ownership interest. All membership units must carry identical rights to distributions and liquidation proceeds. Differences in voting rights are allowed; differences in economic rights are not.3eCFR. 26 CFR 1.1361-1 — S Corporation Defined

If a disqualified entity holds even a fractional interest, the election is invalid.

What to Gather Before You Start

Form 2553 is short, but it asks for information you should not guess at. Have the following ready:

  • Your LLC’s Employer Identification Number. If you don’t already have one, apply for it through the IRS before starting Form 2553.
  • The LLC’s legal name exactly as it appears on your state formation documents.
  • The date the LLC was formed under state law.
  • The tax year you want the election to take effect.
  • Each member’s full legal name, Social Security number (or EIN for trusts and estates), ownership percentage, and the date they acquired their interest.4Internal Revenue Service. Form 2553 – Election by a Small Business Corporation

Shareholder Consent

Every member must personally sign and date the consent section of Form 2553. A missing signature — even from a member with a token ownership stake — will cause the IRS to reject the filing. Once all members have signed, the person authorized to sign on behalf of the LLC completes the main signature block. Keep a complete copy of the signed form in your permanent records.

Choosing a Tax Year

Most S corporations use the calendar year (January 1 through December 31), and that is the default on Form 2553. If your business has a natural cycle that doesn’t align with the calendar year, you can request a fiscal year in Part II of the form. The IRS permits a fiscal year if you can demonstrate a natural business year (generally by showing that 25% or more of gross receipts fall in the last two months of the requested year), or if you elect a tax year under Section 444.5Internal Revenue Service. Instructions for Form 2553

Requesting a fiscal year based on a general business purpose requires a separate written justification and a $6,200 user fee. Most LLC owners stay with the calendar year to avoid the added cost and complexity.

Where and How to Submit Form 2553

The IRS does not accept Form 2553 electronically. You must submit it by mail or fax. Where you send it depends on where your LLC’s principal place of business is located.6Internal Revenue Service. Where to File Your Taxes (for Form 2553)

  • Eastern states (Connecticut, Delaware, D.C., Georgia, Illinois, Indiana, Kentucky, Maine, Maryland, Massachusetts, Michigan, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Tennessee, Vermont, Virginia, West Virginia, Wisconsin): fax to 855-887-7734.
  • Western states (Alabama, Alaska, Arizona, Arkansas, California, Colorado, Florida, Hawaii, Idaho, Iowa, Kansas, Louisiana, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Mexico, North Dakota, Oklahoma, Oregon, South Dakota, Texas, Utah, Washington, Wyoming): fax to 855-214-7520.

If you mail the form, use certified mail with return receipt so you have proof the filing was sent before the deadline. The corresponding mailing addresses are on the IRS page linked above.

The Filing Deadline

Form 2553 must be filed no more than two months and 15 days after the beginning of the tax year in which the election is to take effect. For a calendar-year LLC that wants the election to start January 1, the form must be received by March 15. You can also file any time during the tax year before the year you want the election to begin — filing at any point in 2025 makes the election effective for 2026.7Internal Revenue Service. Instructions for Form 2553 – Section: When To Make the Election

If the IRS approves your election, you’ll receive a CP261 notice, typically within 60 days. This notice confirms when your S corp treatment begins and outlines your new filing obligations. Keep it in your permanent records; you may need it for state returns or when opening business bank accounts.8Internal Revenue Service. Understanding Your CP261 Notice

If You Missed the Deadline

A late Form 2553 can still be accepted under Revenue Procedure 2013-30, the IRS’s simplified relief procedure. To qualify, all of the following must be true:9Internal Revenue Service. Revenue Procedure 2013-30

  • Your LLC intended to be an S corporation as of the desired effective date.
  • You request relief within three years and 75 days after the intended effective date.
  • The only reason you didn’t qualify is that Form 2553 wasn’t filed on time.
  • You can show reasonable cause for the late filing and that you acted promptly once you discovered the mistake.

To apply, file a completed Form 2553 with “FILED PURSUANT TO REV. PROC. 2013-30” written at the top. Attach a signed statement describing why you missed the deadline and what you did to correct it. Every person who was a shareholder between the intended effective date and the filing date must sign the consent and confirm they reported their income consistently with S corp treatment on all tax returns filed during that period.10Internal Revenue Service. Late Election Relief

If your situation falls outside Revenue Procedure 2013-30, your remaining option is to request a private letter ruling from the IRS, which involves a separate application and a fee.

What Changes After the IRS Accepts

Filing Form 2553 is the easy part. Once the election takes effect, your LLC takes on obligations it didn’t have before, and you should plan for them before you file.

Any member who works in the business must be put on payroll and paid a reasonable salary before taking distributions. The IRS compares your salary to what similar businesses pay for similar work, and if it determines the salary was unreasonably low, it can reclassify distributions as wages and impose back employment taxes plus penalties.11Internal Revenue Service. S Corporation Compensation and Medical Insurance Issues Running payroll means withholding federal income tax, Social Security tax (6.2% employer and employee on wages up to $184,500 in 2026), and Medicare tax (1.45% each, no cap), and reporting withholdings quarterly on Form 941.12Internal Revenue Service. S Corporation Employees, Shareholders and Corporate Officers The business also owes federal unemployment tax (FUTA) at 6.0% on the first $7,000 of each employee’s wages, usually reduced to an effective 0.6% by a state credit.13Internal Revenue Service. Topic No. 759, Form 940, Employers Annual Federal Unemployment Tax Return

Your LLC must also file Form 1120-S each year by the 15th day of the third month after the end of the tax year (March 15 for calendar-year filers) and issue a Schedule K-1 to each member by the same date.14Internal Revenue Service. Starting or Ending a Business 315Internal Revenue Service. Publication 509 (2026), Tax Calendars A late 1120-S carries a penalty of $255 per month or partial month, multiplied by the number of shareholders, for up to 12 months.16Internal Revenue Service. Instructions for Form 1120-S

State-Level Filing

Form 2553 is a federal election, and states handle it differently. Most automatically recognize the federal election with no separate filing. A few, including New Jersey and New York, require their own state-level S corp election form. Others may want you to attach your CP261 notice to the first state return filed after the election. And Louisiana, New Hampshire, Tennessee, and the District of Columbia do not recognize S corp status at all, so the LLC will be taxed under that jurisdiction’s default rules regardless of the federal election. Check with your state’s tax agency before assuming your federal filing is enough. Annual reports and franchise taxes owed to the state are separate obligations and are not affected by the S corp election.