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Currently, filing Form 2553 is the only requirement to convert from a C corp to an S corp. File the form with the Internal Revenue Service (IRS) to change the tax election.
In the case of a transfer of shares in a private corporation, a transfer of shares cannot occur without a directors' resolution approving the transfer. Further, there may be restrictions in place on share transfers as indicated in a corporation's shareholders agreement or Articles of Incorporation.
To transfer ownership in a C-corporation, all you need is a sale of stock. Owners are usually free to buy and sell shares of stock. But sometimes the Shareholder Agreement or Corporate Bylaws may have certain restrictions. For instance, the shares may need to be offered to existing shareholders first.
Generally, a U.S. citizen or resident, a domestic corporation, or a domestic estate or trust must complete and file Form 926 to report certain transfers of property to a foreign corporation that are described in section 6038B(a)(1)(A), 367(d), or 367(e).
If you want to change your business's tax status from C-corp to S-corp status, you will need to submit Form 2553 to the IRS, which must be signed by all shareholders. You must either file this form: No later than two months and fifteen days from the beginning of the tax year.