Documents Required to Form an S Corp

Introduction

Forming an S Corporation (S Corp) is a popular business structure for small businesses because it offers the personal asset protection of a corporation while allowing the business to pass through income and losses to the shareholders, avoiding double taxation. An S Corp is a type of corporation that has made an election with the IRS to be taxed under Subchapter S of the Internal Revenue Code. In this article, we will discuss the documents needed to form an S Corp, including the articles of incorporation, bylaws, and IRS Form 2553.

Articles of Incorporation

The first document needed to form an S Corp is the articles of incorporation. This document is also known as a certificate of incorporation or corporate charter and is filed with the state government. The articles of incorporation typically include:

• The name of the corporation
• The registered agent and registered office of the corporation
• The names and addresses of the incorporators
• Any special provisions, such as voting rights for shareholders

Bylaws

The second document needed to form an S Corp is the bylaws. Bylaws are a set of internal rules and regulations that govern the corporation’s operations and management. They typically include provisions for the following:

• The number and terms of directors
• The procedures for holding meetings and voting
• The duties and responsibilities of officers
• The procedures for amending the bylaws
• Any other rules and regulations the incorporators see fit to include

IRS Form 2553

The third and final document needed to form an S Corp is the IRS Form 2553, which is used to make the election to be taxed under Subchapter S of the Internal Revenue Code. This form should be filed within the first 75 days of the corporation’s formation or by the 15th day of the 3rd month of the tax year, whichever is later. It must include the following information:

• The name, address, and Employer Identification Number (EIN) of the corporation
• The names, addresses, and Social Security Numbers (SSNs) of all shareholders
• A statement that the corporation is a domestic corporation and meets the requirements to be taxed as an S Corp.

Conclusion

Forming an S Corp is a popular business structure for small businesses because it offers personal asset protection and pass-through taxation. The process of forming an S Corp requires the filing of several important documents, including the articles of incorporation, bylaws, and IRS Form 2553.