Reference

    Can You Elect S Corp Status Retroactively?

    To elect S corporation status for a given tax year, the IRS normally requires Form 2553 no more than 2 months and 15 days after that tax year begins. Miss the window and the election rolls to the following year, unless you qualify for relief under Revenue Procedure 2013-30. Whether relief applies depends on eligibility, consistent returns, reasonable cause, and when the request is filed.

    Pricing before you proceed

    S corp election packages start at $495. Standard and Premium include late relief at no additional charge. Basic late-relief work is scoped and quoted before you are charged.

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    The short answer: yes, if you qualify for late-election relief

    A business can request an S corp election with a retroactive effective date when the election would otherwise have been valid and the late filing meets Revenue Procedure 2013-30. Generally, the missed Form 2553 must be the only reason the entity failed to qualify, the entity must have reasonable cause and act diligently after discovering the mistake, affected returns must be consistent with S corp treatment, and the request must be made within 3 years and 75 days of the requested effective date.

    This is relief for a late election, not permission to backdate an entity that was ineligible. Missing shareholder consent, using an ineligible shareholder, or filing inconsistent returns can change the answer. Certain corporations may qualify for a narrow exception beyond the ordinary 3-year-and-75-day period, but that exception does not apply to an LLC that also needs a late entity-classification election.

    Source: IRS late election relief guidance, reviewed August 8, 2026.

    The real deadline, and why it is not 75 days

    Almost everything written about Form 2553 online calls this the 75 day rule. The IRS does not. The instructions give you two ways to be on time, and you only need one of them: file no more than 2 months and 15 days after the beginning of the tax year the election is to take effect, or file at any time during the entire tax year before the one it takes effect.

    The difference matters because the two month period is counted in calendar months, not in days. It begins on the day of the month your tax year begins and ends the day before the same numbered day two months later. Then you add 15 days. For a calendar year business starting January 1, that lands on March 15. Count 75 actual days from January 1 and you get March 16, and in the IRS example of a business that starts on January 7 the true deadline is March 21 while a 75 day count says March 22. One day late is late.

    If your business already existed last year

    You get the second option, and it is much more generous than the one everybody quotes. An existing entity can file Form 2553 at any point during the whole preceding tax year right through to March 15 of the election year. If you are reading this in, say, August and thinking about next January, you can file now.

    If your business is brand new, you can file too early

    This one catches people. A brand new entity has no preceding tax year, so its window opens on the first day of its first tax year. The IRS is explicit that an election filed before that date is not valid. Your first tax year begins on the earliest of three events: the day you first had shareholders, the day you first had assets, or the day you began doing business. Not the day the state stamped your formation papers, and not the day you decided to start.

    Source: IRS Instructions for Form 2553 (rev. December 2020), When To Make the Election and Item E. Effective Date of Election. See also section 1362(b).

    Missed it? Rev. Proc. 2013-30 is the way back

    Revenue Procedure 2013-30 lets the IRS grant late election relief without a private letter ruling, which would otherwise cost thousands in user fees. The ordinary window is three years and 75 days from the effective date you are asking for, and here the 75 days genuinely is 75 days. Relief is granted routinely when the conditions are met, but it is not automatic and it is not a formality: it turns on a written reasonable cause explanation that has to hold up.

    One mechanical requirement people miss and the IRS does not overlook: the words FILED PURSUANT TO REV. PROC. 2013-30 must be written across the top margin of page one of the Form 2553. If the late election goes in attached to a Form 1120-S, that return needs its own margin note as well.

    Who qualifies

    • The business intended to be an S corporation as of the effective date entered on line E.
    • It fails to qualify solely because Form 2553 was not filed on time. Any other disqualifier, an ineligible shareholder for example, is a different problem.
    • There is reasonable cause for the late filing, and the business acted diligently once it discovered the mistake.
    • The filing lands within 3 years and 75 days of the requested effective date.
    • Everyone who was a shareholder in the gap period reported their income consistently with the S election on every affected return.

    Past three years and 75 days? Do not assume you are finished

    Nearly every article treats three years and 75 days as a wall. For a corporation it is not. The instructions carry a separate route for a corporation that misses that window but can show all three of the following: it and every shareholder reported income consistently with S status for the first intended year and every year after, at least six months have passed since it filed the return for that first year, and neither the corporation nor any shareholder was contacted by the IRS about the S status within six months of that return being filed.

    This carve out does not exist for an LLC

    An LLC electing to be taxed as an S corporation is making two late elections at once, the entity classification and the S election, and for that combination the instructions state the three years and 75 days limit flatly with no equivalent escape. If you are an LLC past the window, the honest answer is usually a private letter ruling, and we will tell you that rather than file something that will not work.

    Source: IRS Instructions for Form 2553 (rev. December 2020), Relief for a Late S Corporation Election Filed by a Corporation, requirement 6, and Relief for a Late S Corporation Election Filed By an Entity Eligible To Elect To Be Treated as a Corporation, requirement 3.

    Prove you filed, because the IRS loses things

    You should hear back within about 60 days of filing. If nothing arrives within two months of the date you mailed or faxed it, the instructions tell you to call 1-800-829-4933 and chase it. Keep one of these four, because they are what the IRS accepts as proof you filed: a certified or registered mail receipt with a timely postmark, a Form 2553 with an accepted stamp, a Form 2553 with a stamped IRS received date, or an IRS letter confirming acceptance.

    And do not file a Form 1120-S for any year before the election actually takes effect. Keep filing whatever return you are currently required to file until it does.

    How we file it for you

    ScorpConvert handles the entire late-election package: the Form 2553 itself, the Rev. Proc. 2013-30 reasonable-cause statement (we write the narrative for you), the shareholder consents, and the IRS transmission. Standard and Premium tiers include late relief at no extra charge. Basic-tier clients can add it too: we scope the reasonable-cause narrative first and quote it before anything is charged.

    Missed the deadline? You might still qualify. Let us check.