What This Notice Means

The IRS denied your Form 2553, Election by a Small Business Corporation. Your corporation is not being treated as an S corporation based on that form.

What to Do

You don't have to respond. But if you want S corporation treatment, you must file a new, complete Form 2553. Include all required statements this time.

  • Read the notice carefully. It explains why the IRS couldn't approve your election.
  • Fix the specific problem the notice identifies.
  • File a new, complete, and timely Form 2553.

Is There a Waiting Period?

No. You can file a new, complete, and timely Form 2553 at any time. A denial is not the same as a revocation or termination of an existing election.

How to See What You Filed

If you don't have a copy of the Form 2553 you sent, you can request one by filing Form 4506, Request for Copy of Tax Return. There's a fee.

Watch the Timing

The word "timely" matters. An S election has to be made within set time limits to apply to the year you want. If the deadline for that year has already passed, late election relief may be available in some cases, but it requires showing the IRS why the election was late. Don't assume a refiled Form 2553 automatically reaches back to your original start date.

Until the Election Is Accepted

Without an accepted election, your corporation is not an S corporation. Make sure the return you file for the year matches your actual status. Filing Form 1120-S without an accepted election creates a new problem on top of the old one.

If you received a CP264 notice and need your S election fixed, call us at (813) 229-7100.