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The Global Insight

What happens when you convert a LLC to a C-Corp?

Author

Michael Gray

Updated on March 10, 2026

Converting your LLC taxation from a C-Corp back to its default status (Sole Proprietorship taxation or Partnership taxation) will likely have tax consequences. Even though you are only changing the tax classification of the LLC, the IRS treats this action like you’re liquidating the company and as a result, there will be a tax liability.

What should I do if I have a C Corp?

I have a c corp but have been filing form 1040 Schedule C for years. How do you correct this? do you go back & fix prior years? What tax consequence would there be?

Can A S corporation be a separate business?

An S corporation is not a separate business type for tax purposes. It is a type of corporation. A business that is already a corporation files Form 2553 to elect to be an S corporation.

What happens if you change ownership of a S corporation?

Careful review is necessary to prevent any proposed change in an S corporation’s ownership from violating one of the IRS requirements and therefore terminating the company’s S election. For example, a transfer of shares to a for-profit corporation or limited liability company would invalidate the corporation’s S election.

What is the tax basis of a C Corp?

A member’s tax basis in the received stock is equal to the tax basis in its LLC interest minus the member’s liabilities assumed by the corporation. The tax treatment of converting from an LLC to a C Corp can be complex and confusing.

Can a corporation be taxed as a LLC?

Converting a corporation to an LLC that will continue to be taxed as a corporation generally does not have the same degree of adverse tax consequences as when converting to an LLC taxed as a partnership.

Can a C corporation be converted to a disregarded entity?

Converting a C corporation to an LLC that has “disregarded entity” tax status could involve such variations as: converting a corporation to an LLC with a single owner converting a subsidiary corporation of a parent corporation into an LLC; or merging a corporation into a disregarded-entity LLC that is wholly owned by a parent holding corporation.