Form 2553: How to Elect S-Corp Status for Your LLC (Including the Late Election via Rev Proc 2013-30)
Full mechanics in one place: deadlines, the exact header language for late elections, the reasonable-cause template, and which states require a separate state S-election.
What Form 2553 Does
Form 2553 (Election by a Small Business Corporation) is the IRS form that elects S-Corp tax treatment for an eligible domestic LLC or corporation. Filing Form 2553 does not change your legal entity. Your LLC stays an LLC in your state's records, with the same operating agreement, name, and liability protection. Only federal tax treatment changes.
After the election is accepted, the LLC files Form 1120-S (not Schedule C or Form 1065) for its federal income tax return and issues K-1s to members.
Deadlines
| Scenario | Deadline | Effect |
|---|---|---|
| Existing LLC, wants S-Corp status this calendar year | March 15 (15th day of 3rd month) for current year | Effective January 1 of current year |
| New LLC formed January-October, wants S-Corp from formation | Within 75 days of formation (2 months and 15 days) | Effective from date of formation |
| New LLC formed November-December, wants S-Corp next year | March 15 of the next year | Effective January 1 of the following year |
| Late filing without relief | Any time after March 15 | Defaults to next tax year |
| Late filing with Rev Proc 2013-30 relief | Up to 3 years and 75 days after intended effective date | Retroactive to intended date if relief granted |
What to Include on Form 2553
- Entity name, EIN, principal business address
- State of formation and date formed
- Desired effective date of S-election
- Fiscal year election (calendar year or non-calendar; non-calendar requires Form 1128 and business purpose justification)
- Shareholder/member consents: all members as of the election effective date must sign Part II consent statements
- For trusts holding interests: QSST or ESBT election attachments as applicable
- For late elections: Rev Proc 2013-30 attachment (see below)
Late Election: Rev Proc 2013-30 (The Most Important Section on This Page)
If you missed the March 15 deadline, automatic relief under Rev Proc 2013-30 is available if all of the following conditions are met:
- The entity intended to be an S-Corp from the intended effective date
- The failure to timely file was solely due to not filing Form 2553 (not due to other ineligibility)
- The late election is filed no more than 3 years and 75 days after the intended effective date
- The entity has reasonable cause for the failure to timely file
- All shareholders have been reporting their income consistent with S-Corp treatment on their returns since the intended effective date
Write or type this exact phrase at the top of Form 2553 when filing a late election under Rev Proc 2013-30. This identifies your filing for IRS processing and prevents it from being rejected as untimely before review.
Reasonable-Cause Statement Template
Attach a signed reasonable-cause statement to Form 2553 when filing late under Rev Proc 2013-30. The statement should include:
"[Entity name] (EIN [XX-XXXXXXX]) hereby requests that the Internal Revenue Service accept this late election pursuant to Rev. Proc. 2013-30 and § 1.1362-6 of the Treasury Regulations.
[Entity name] intended to make an S-corporation election effective [date]. The failure to timely file Form 2553 was due to [describe the reasonable cause: e.g., (a) the taxpayer relied on its return preparer who failed to file the form; (b) the taxpayer was unaware of the deadline; (c) the taxpayer believed the form had been filed by its accountant but retained no confirmation receipt].
All shareholders of [entity name] have reported their income from the corporation consistent with an S-corporation election since [date], including [describe: reporting K-1 income on Schedule E; paying estimated taxes consistent with S-corp treatment].
Under penalties of perjury, I declare that the above statements are true and accurate to the best of my knowledge. [Signature] [Title] [Date]"
Acceptable reasonable-cause reasons in IRS Rev Proc 2013-30 practice include: reliance on a return preparer who failed to file; taxpayer unawareness of the S-Corp election requirement; belief that the preparer filed; and administrative oversight by an otherwise compliant taxpayer. The standard is lenient for first-time failures with consistent income reporting.
Where to File Form 2553
File Form 2553 with the IRS Service Center listed in the current Form 2553 instructions (which vary by entity's principal office location). As of April 2026, most entities file with Cincinnati, OH or Ogden, UT. Verify the current service centre on the IRS website before mailing, as addresses change.
Form 2553 can also be faxed to the appropriate IRS service centre (fax numbers in the instructions). Fax confirmation is evidence of timely filing. Keep a copy of the sent fax with transmission confirmation. IRS will send an acceptance letter within 60-90 days.
State-Level S-Elections Required
Some states require a separate state S-election form in addition to the federal Form 2553. Filing only the federal form does not automatically give you state S-Corp treatment in these states.
| State | Required Form | Deadline | Notes |
|---|---|---|---|
| New York | CT-6 | Within 75 days of federal election effective date | Required for state recognition. NYC does NOT recognize S-election regardless. |
| New Jersey | CBT-2553 | Same as federal election deadline | Must be filed for NJ state recognition. |
| Arkansas | State S-election letter | Varies | Contact AR Department of Finance and Administration. |
| Wisconsin | Form 5S | Same as federal deadline | Required for WI state S-Corp return filing. |
| All other states | None (federal election automatic) | N/A | Federal Form 2553 automatically recognized in most states. Verify with state DOR. |
Revocation Procedure
To revoke an S-election: majority member consent (by vote percentage or as otherwise specified in the operating agreement), file a statement of revocation with the IRS service centre, by the 15th day of the 3rd month of the tax year for current-year revocation effect (March 15 for calendar year entities).
After revocation, there is a 5-year waiting period before re-electing S-Corp status without IRS consent under IRC Section 1362(g). This waiting period can only be waived by the IRS for good cause. Plan the revocation carefully.
Post-Termination Transition Period (PTTP) under IRC Section 1377(b): for 1 year after S-election termination, the former S-Corp can distribute accumulated AAA (Accumulated Adjustments Account) to shareholders tax-free (no second taxation). Use this window before it closes.
Ongoing Filings After Electing S-Corp
| Form | Frequency | Due Date |
|---|---|---|
| Form 1120-S (S-Corp income tax return) | Annual | March 15 (with 6-month extension to Sept 15) |
| Form 941 (employer payroll tax) | Quarterly | Last day of month following quarter end |
| Form 940 (FUTA) | Annual | January 31 following calendar year |
| W-2 and W-3 | Annual | January 31 following calendar year |
| K-1 to each shareholder | Annual | March 15 with return |
| State equivalents | Annual/Quarterly | Varies by state |