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Question

What are the qualifications to file as an S-Corp? Why would the IRS deny my designation?

  • February 26, 2025
  • 1 reply
  • 3 views

Monica R
HoneyBook Community Team
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@Janet Lyons and ​@Crystal Preyer question from the Your Guide: Sole prop, LLC, or S-Corp webinar with ​@Geily Romero

(There were two Janet’s in the webinar but I’m not able to tag the other and I’m unsure which one of you asked - Janet Lyons if this wasn’t your question, my apologizes! But now you have an answer to a question you didn’t ask 😉)

1 reply

Geily Romero
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  • Newcomer
  • February 27, 2025

Hi Janet! 

As per the IRS, in order to qualify for S corporation status, the corporation must meet the following requirements:

  • Be a domestic corporation
  • Have only allowable shareholders
  • May be individuals, certain trusts, and estates and
  • May not be partnerships, corporations or non-resident alien shareholders
  • Have no more than 100 shareholders
  • Have only one class of stock
  • Not be an ineligible corporation (i.e. certain financial institutions, insurance companies, and domestic international sales corporations)
  • In order to become an S corporation, the corporation must submit Form 2553, Election by a Small Business Corporation signed by all the shareholders. See the Instructions for Form 2553 PDF for all required information and to determine where to file the form.

There’s a lot more info on here

Sorry, I don’t think I have a response for why they would deny, there’s nothing specifically about that on the IRS website. It only states they may approve or denny. As long as you meet their requirements, I don’t see why they would deny.