Revoking a Subchapter S Election

To revoke a Subchapter S election/small business election that was made on Form 2553, submit a statement of revocation to the service center where you file your annual return.

The statement should state:

  • The corporation revokes the election made under Section 1362(a)
  • Name of the shareholder(s),
  • Address of the shareholder(s),
  • Taxpayer identification number of the shareholder(s),
  • The number of shares of stock owned by the shareholder(s),
  • The date (or dates) on which the stock was acquired
  • The date on which the shareholder's taxable year ends
  • The name of the S corporation
  • The S corporation's EIN
  • The election to which the shareholder(s) revokes
  • The statement must be signed by the shareholder(s) under penalties of perjury
  • Signature and consent of shareholder(s) who collectively own more than 50% of the number of issued and outstanding stock of the corporation, (whether voting or non-voting)
  • Indication of the effective date of the revocation (or prospective date)
  • Signature of person authorized to sign return

Due Date of Revocation:

  • If revoking effective the first day of the tax year, the revocation is due by the 16th day of the third month of the tax year,
  • If revoking effective any day other than the first day of the tax year, the revocation must be received by IRS by the requested effective date.
    • For example, the S corporation is on a December 31 tax year ending and requests a revocation effective Jan. 1st, the revocation is due March 15th.
    • The S corporation is on a December 31 tax year ending and requests a revocation effective Feb. 14th, the revocation is due Feb. 14th.