Updated August 14, 2026. Quick answer: you can fix a missed S-corp election yourself, without a private letter ruling, if you are inside 3 years and 75 days of the date you wanted it to start — 1,171 days for a January 1, 2026 effective date — and you can say why you missed it. And there is an exception almost nobody quotes: if the corporation and every shareholder have already filed every return as an S corporation, that outer date does not apply at all.
The deadline you missed
“No more than 2 months and 15 days after the beginning of the tax year the election is to take effect”
IRS, Instructions for Form 2553 (12/2020), When To Make the Election
The counting is not what people assume.
“the 2-month period begins on the day of the month the tax year begins and ends with the close of the day before the numerically corresponding day of the second calendar month following that month”
IRS, Instructions for Form 2553 (12/2020), When To Make the Election
For a tax year beginning January 1, 2026 that lands on March 15, 2026. For a business that started mid-year on June 1, 2025, it was August 15, 2025 — not the following March, which is the assumption that produces most late elections.
The relief that exists, and what it costs
The statute lets the IRS treat a late election as on time where there is reasonable cause.
“the Secretary determines that there was reasonable cause for the failure to timely make the election, the Secretary may treat the election as timely made for the taxable year”
26 U.S.C. § 1362(b)(5), as quoted in Rev. Proc. 2013-30, § 2.01(2)
Rev. Proc. 2013-30 is the standing procedure that lets you claim that without a ruling request and without the user fee that comes with one. The general window:
“The Requesting Entity requests relief under this revenue procedure within 3 years and 75 days after the Effective Date”
Rev. Proc. 2013-30, § 4.02(2), 2013-36 I.R.B. 173
From January 1, 2026 that runs to March 17, 2029. From June 1, 2025, to August 15, 2028.
The exception that removes the deadline
“The requirement for relief imposed by Section 4.02(2) (providing that relief must be sought within three years and 75 days of the Effective Date) is not applicable in the case of corporations”
Rev. Proc. 2013-30, § 4.04, 2013-36 I.R.B. 173
The conditions are strict but ordinary: no concurrent classification election, the only failure was the unfiled Form 2553, at least six months since the first return, no IRS notice about S status, the required statements attached — and consistency.
“The corporation and all of its shareholders reported their income consistent with S corporation status for the year the S corporation election should have been made, and for every subsequent taxable year”
Rev. Proc. 2013-30, § 4.04(3)-(4), 2013-36 I.R.B. 173
This is the case of the business that has been behaving as an S corporation for years and discovers the election was never processed. If that is you, the 3-year clock is not your problem.
What reasonable cause has to look like
“(4) In the case of a request for relief for a late S corporation or QSub election, the Requesting Entity has reasonable cause for its failure to make the timely Election Under Subchapter S and has acted diligently to correct the mistake upon its discovery.”
Rev. Proc. 2013-30, § 4.02(4), 2013-36 I.R.B. 173
Two requirements, not one: a reason, and diligence once you found out. The reasons that carry weight are the ones that describe a system that failed — the accountant who said it was filed, the form posted and never acknowledged, the formation service that included the election in its package and did not send it. Write it in the first person, date it, and say what you did in the days after you discovered the problem. A statement that reads “we did not know” and stops is the version that fails.
Filing it
- Use the same Form 2553, completed as it would have been for the effective date you wanted.
- Put the legend in the top margin of page one.
“When filing Form 2553 for a late S corporation election, the corporation (entity) must enter in the top margin of the first page of Form 2553 “FILED PURSUANT TO REV. PROC. 2013-30.””
IRS, Instructions for Form 2553 (12/2020), Relief for Late Elections
- Attach the reasonable cause statement, signed under penalties of perjury, plus the shareholder statements the procedure requires.
- Choose the route. The form can go in on its own, or attached to the return for the first S year, or to the current return if every earlier one is filed.
- Keep the proof of filing. The reason so many businesses discover this problem years later is that nobody kept the receipt for the first attempt.
Once it is accepted
Late relief makes you an S corporation from the effective date — including for payroll. A year of profit taken as a draw when it should have been part salary is a reasonable-compensation problem the moment the election is retroactive, so the salary question arrives with the acceptance letter: how a defensible salary is built. Whether the election was worth making at all is the break-even, and if the answer is no, letting a late election lapse is a legitimate outcome. California adds its own bill on top: the California page.
What this page does not do
- It does not decide whether your facts are reasonable cause. That is a judgement the IRS makes on your statement, and no page can promise the outcome.
- It covers the late S-corporation election only. Rev. Proc. 2013-30 also covers late entity classification, ESBT, QSST and QSub elections, each with its own conditions and its own statements, and those are not walked through here.
- Corporations requesting relief under section 5.04 sit outside the general window and are outside this walkthrough too.
- State elections are separate. Some states require their own filing or their own late-relief request, and federal relief does not carry across on its own.
- No user fee is quoted because this route has none; a private letter ruling, if you fall outside the procedure entirely, does.
Sources
Every figure on this page is computed from the text quoted below. Each row links the document it was read from, as read on August 14, 2026.
| What it establishes | Source |
|---|---|
| The on-time deadline is 2 months and 15 days after the beginning of the tax year the election takes effect. | IRS, Instructions for Form 2553 (12/2020), When To Make the Election |
| The 2-month period runs to the day before the numerically corresponding day two months later — which is why the answer is rarely March 15. | IRS, Instructions for Form 2553 (12/2020), When To Make the Election |
| The statute behind the whole procedure lets the Secretary treat a late election as timely where there was reasonable cause. | 26 U.S.C. § 1362(b)(5), as quoted in Rev. Proc. 2013-30, § 2.01(2) |
| Relief must normally be requested within 3 years and 75 days after the intended effective date. | Rev. Proc. 2013-30, § 4.02(2), 2013-36 I.R.B. 173 |
| The 3-years-and-75-days limit does NOT apply to a corporation that has filed every return as an S corporation and meets five further conditions. | Rev. Proc. 2013-30, § 4.04, 2013-36 I.R.B. 173 |
| Two of those conditions are consistent reporting by the corporation and all shareholders, and six months elapsed since the first return. | Rev. Proc. 2013-30, § 4.04(3)-(4), 2013-36 I.R.B. 173 |
| The entity must have reasonable cause AND have acted diligently once it found the mistake. | Rev. Proc. 2013-30, § 4.02(4), 2013-36 I.R.B. 173 |
| A late filing must carry a legend in the top margin of page 1. | IRS, Instructions for Form 2553 (12/2020), Relief for Late Elections |
General consumer information, not financial, tax or legal advice. Federal and state rules are as published by the cited source on 2026-08-14 and change; your own facts govern, and an S-corporation election is a decision to take with a tax professional who has seen your books.