File Articles of Dissolution Submit Articles of Dissolution with your state's Secretary of State office to officially terminate your S-corporation. The requirements and fees vary by state, so consult with your legal advisor to ensure proper handling. Notify the IRS and state tax authorities.
The IRS does not offer a standard form for changing your company's tax status from S corporation to C corporation. Instead, it simply requires a written statement be filed with the appropriate IRS service center, along with consent signed by a majority (more than 50%) of your corporation's shareholders.
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)
You simply resign. Submit a written statement to the board of directors informing them of your resignation and its effective date. Resigning won't cut off anyone's right to try and sue you for wrongful acts you committed while you were an officer.
Passive income consists of amounts derived from royalties, rents, dividends, interest and annuities. Although conventional rental income is passive in nature, rents derived from an activity where the S corporation/lessor renders significant services or incurs substantial costs will not be treated as passive income.
Because of the one-class-of-stock restriction, an S corporation cannot allocate losses or income to specific shareholders. Allocation of income and loss is governed by stock ownership, unlike partnerships or LLCs taxed as partnerships where the allocation can be set in the partnership agreement or operating agreement.
Is S corp income passive or nonpassive? This is a question that many people want to know, but the answer really depends on material participation. Material participation makes your income non-passive. Otherwise, it would be classified as passive.