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The Global Insight

Can a C corporation be converted to an S corporation?

Author

John Johnson

Updated on March 15, 2026

However, C Corps are subject to double taxation, and as a result, businesses may want to consider converting to an S Corporation (“S Corp”) to reap the tax benefits. C corporations must pay taxes on earnings at the corporate level. In addition, their shareholders are also separately taxed on amounts distributed to them as dividends.

How much does it cost to convert a corporation to a corporation?

In addition, the new entity formation filing (such as Articles of Incorporation or Certificate of Formation) must accompany the Articles of Conversion. The filing fee is $190.00 (if expedited service is requested, an additional $50.00 expedite fee is due) The Conversion Cover Sheet should accompany the Articles for the quickest service.

How is the income of a s Corp taxed?

As a “pass through” entity, the S Corp’s income is included by its shareholders on their personal tax returns. With few exceptions, there is no second layer of tax when funds are later distributed by the S Corp to its Shareholders.

Can a sole proprietorship convert to a corporation?

This Law DOES NOT allow sole proprietorships to convert to a corporate structure. Note: The Office of the Secretary of State cannot provide legal advice. You are encouraged to seek legal advice to answer questions about conversion as it may involve topics such as business liability, personal liability, business licensing, taxation, and others.

Big limitations: You must gold major assets of a corporation for five years after converting to an S corporation to avoid paying heavy taxes. No inherited taxes: You are not allowed to claim the previous losses that have been inherited by the c corporation passing through onto the owner’s personal tax return.

When did Smith Corporation become an S corporation?

Let’s say that Smith Corp was originally a C corporation and converted to an S corporation on January 1, 2019. While a C corporation, Smith Corp acquired real estate, which appreciated in value by $100,000 before the conversion.

When does a C corporation lose its s status?

In addition, the corporation’s S status may be revoked if the corporation has passive income in excess of twenty five percent (25%) of its gross receipts (the “excess net passive income”) for three consecutive tax years after electing S status, if it had accumulated C corp earnings and profits at the end of those three years.

How often does a C corporation have to be taxed?

C corporation also is subject to being taxed twice. You should not make the decision lightly because if you have an S corporation status and give it up, you will be required to wait five years until you reapply. Tax Consequences of Converting a C Corporation to an S Corporation