What the deadline actually means
Form 2553 generally must be filed no later than two months and 15 days after the beginning of the tax year the election is intended to take effect. For a calendar-year entity, that is normally March 15, subject to the weekend and legal-holiday rules. An election can also be filed during the preceding tax year.
The current IRS instructions allow filing by mail or fax and list the correct service center and fax number based on the entity’s principal business location. If the form is faxed, the signed original must remain with the entity’s permanent records. For paper delivery, use an IRS-approved method that provides dated proof and keep that proof with a complete copy of the submission.
Late election relief under Rev. Proc. 2013-30
Rev. Proc. 2013-30 provides a streamlined path when an otherwise eligible entity failed to qualify solely because an election was not filed on time. Relief is generally requested within three years and 75 days after the intended effective date. The entity must have intended S corporation treatment, acted consistently with that intent, and have reasonable cause for the late filing.
A qualifying submission uses a completed Form 2553 signed by the required officer and shareholders, includes the statements required by the revenue procedure, and states "FILED PURSUANT TO REV. PROC. 2013-30" at the top. A reasonable-cause statement should describe the entity’s actual facts and the diligent steps taken after the problem was discovered. A generic excuse does not establish qualification.
When the standard relief window is unavailable
Rev. Proc. 2013-30 contains a narrow exception to the three-year-and-75-day limit for certain corporations that meet additional filing and notice conditions. It does not apply to every late filing, and an LLC also requesting a late entity-classification election generally cannot rely on that exception.
If the streamlined procedure does not apply, the IRS says the entity may need to request a private letter ruling under the current annual revenue procedure. That process can involve a user fee and professional preparation. Confirm the available relief path from the current facts before representing that an earlier effective date will be accepted.
Primary sources
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