“I'm shutting down an S-Corp with no assets or liabilities. The Liabilities consist of loans from shareholders, and their total equals the total of Retained Earnings and Capital Stock. For the final 1120-S Balance Sheet, do I just net the above and enter everything as zero?”---->Correct; you need to file an IRS Form 996 within 30 days of approving dissolution. For tax accounting purposes, you will need to file one last S corporation 1120S tax return, marking the return as final return. The form must be submitted to the same IRS center where the corporation sends its tax returns. You also need to pay off any outstanding debt. If the corporation cannot pay off all of the debt, it must declare bankruptcy., and divide up any remaining assets among the owners. As you said, youhave no assets, sothis si NOT your case. Just for reference, rules dictating dispersal of assets should be in the company bylaws that were drawn up when the corporation was formed. Any physical assets, such as buildings, land and equipment, must be liquidated before dispersing the proceeds. If an asset's FMV exceeds its depreciated basis, you will unfortunately need to show a gain on the distribution of the asset to the shareholder on the final corporate tax return. If you have been operating a California S corporation, for example, you will need to file articles of dissolution with the California Secretary of State's office.) |