Form with which a corporation may resolve to alter its corporate status top that of a subchapter (S) corporation.
S Corporation With Accumulated E And P In Hennepin
State:
Multi-State
County:
Hennepin
Control #:
US-0046-CR
Format:
Word;
Rich Text
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FAQ
Your S corporation handles profits differently from traditional corporations. Here's what makes it special: Rather than keeping a standard retained earnings account, S corporations use something called an Accumulated Adjustments Account (AAA) to track profits that haven't been distributed to shareholders.
The Accumulated Adjustments Account (AAA) tracks your S Corporation's gross income, expenses, and distributions. This account is found on Form 1120-S on Schedule M-2. The goal of the Accumulated Adjustment account is to determine if you took any taxable distributions during the year.
To form an S Corporation in Minnesota, you'll need to file Articles of Incorporation with the Secretary of State. Once the corporation is established, you'll need to file IRS Form 2553 to elect S Corporation status.
C corporations must follow a specific order when carrying capital losses back and forward. C corporations may carry a net capital loss back three years and forward up to a maximum of five years. If part of a capital loss remains after carrying it forward up to five years, it is lost forever.
If your previous entity was a C-Corp, you should close out its retained earnings before the conversion. The negative retained earnings balance will be transferred to a new equity account in the S-Corp.
Retained earnings reflect the income/loss of the company, but are also reduced by distributions to the members. In the year a company dissolves, all assets are distributed and retained earnings are reduced to zero.
After conversion from a C corp, an S corporation can inherit income such as rent, interest, retained earnings, funds derived from stock sales, etc. Passive income that makes up more than 25% of an S corp's gross income is subject to tax.
The Accumulated Adjustments Account (AAA) tracks your S Corporation's gross income, expenses, and distributions. This account is found on Form 1120-S on Schedule M-2. The goal of the Accumulated Adjustment account is to determine if you took any taxable distributions during the year.
Accounting for Redemptions on the Corporation's Books The company must record the reacquisition of stock on its general ledger. Include all relevant details in the journal entry backup, such as redemption date, number of shares, summary of sale contract terms and payment structure.