What it means
The IRS did not accept your Form 2553, usually because it was filed late or was incomplete.
Respond within
30 days from the date on the notice
What to send
A corrected Form 2553, or a late election relief request under Rev. Proc. 2013-30.
When to get help
If a tax year has already run on the assumption you were an S corporation, get help; the relief procedure is technical and the alternative is filing as a C corporation.

What the letter says

The most common reason is timing: Form 2553 must be filed within two months and fifteen days of the start of the tax year it is to take effect. Other reasons are a missing shareholder signature or an ineligible shareholder.

What to do

For a late filing, Rev. Proc. 2013-30 allows relief if you have reasonable cause, have been filing as an S corporation, and it has been under three years and 75 days. File a new Form 2553 with the relief statement written at the top. For a defect, fix it and refile.

What to gather

  • The notice with the reason
  • Your original Form 2553
  • Shareholder consents
  • Returns filed as an S corporation, if any

Write back

The Reasonable cause statement tool builds the response in the order the IRS reads it. Fill it in, review it, print it, and send it with copies of the documents above and the notice stub on top.

Before you send anything

This is general information, not tax advice. Situations differ. Check with your tax advisor before you send anything. Nothing on this page creates a client relationship.

Sources

  1. IRS, Understanding your IRS notice or letter
  2. IRS, Understanding your CP261 notice
  3. IRS, Automatic revocation of exemption