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Has anyone here actually gone through with an S Corp to partnership conversion who can speak to the actual filing process? Our accountant seems unsure about the exact sequence of forms.
Our firm did this last year. The correct sequence was: 1) File Form 8832 electing to be treated as a partnership with a prospective effective date, 2) File a short-period final S Corp return (Form 1120-S) up to the day before the effective date, 3) Start filing Form 1065 partnership returns from the effective date forward. Make sure you check the "final return" box on the 1120-S. The IRS will send a confirmation letter of the entity change, which took about 6 weeks in our case.
Great question about the EIN! You can actually keep the same EIN when converting from S Corp to partnership status - the IRS doesn't require a new one for entity classification changes. The EIN stays with the legal entity (your LLC), not the tax election. For payroll continuity, you'll need to update your payroll processor and notify them of the entity classification change. Any owner-employees who were receiving W-2s as S Corp shareholders will need to transition to receiving partnership distributions and guaranteed payments instead. This means you'll stop withholding payroll taxes for owners and they'll need to start making quarterly estimated tax payments. One thing to watch out for - if you have employees who aren't owners, their payroll treatment stays exactly the same. It's only the owner compensation that changes from wages to partnership income.
This is really helpful info about keeping the EIN! I'm new to this whole entity classification thing, so forgive me if this is a basic question - when you say owner-employees will transition from W-2s to partnership distributions, does that mean they'll end up paying more in taxes? I'm trying to understand if there are any downsides to making this switch from the owners' perspective. Also, do the quarterly estimated payments need to cover both income tax and self-employment tax for the partnership income?
Your probably in a higher tax bracket now with both incomes combined. Its like the govt thinks your making less than you are when each W2 gets procesed separately so they take less tax. Then when you combine them its like "surprise you make more than we thought so give us more money now!" I had this same problm last year when I had two jobs. My tax guy said to always check the "withhold at higher single rate" box on your W4 if you have multiple income sources or just put an extra $50 per check in the "additional withholding" line. Saves the surprize bill in April!
This exact thing happened to me last year! The frustrating part is that both payroll systems were technically calculating withholding "correctly" based on what they knew, but they had incomplete information. What helped me understand it was thinking about it like this: if you make $30k total but each payroll system only sees $15k, they each calculate withholding as if you're in the lower tax brackets for the full year. But when the IRS sees your actual $30k income, some of that money should have been taxed at higher rates. For next year, I'd definitely recommend using the IRS withholding calculator mid-year to check if you're on track. You can also ask HR to withhold an extra $20-30 per paycheck on your W-4 form (line 4c) as a buffer. Better to get a small refund than owe money again! The good news is that once you understand why it happened, it's pretty easy to prevent in the future. Just gotta make sure your withholding accounts for your total expected income, not just what each individual employer sees.
This is such a helpful explanation! I'm new to dealing with multiple W-2s and this whole thread has been eye-opening. The way you explained it with the $15k vs $30k example really clicked for me. I had no idea that payroll systems worked that way - I always assumed they somehow "knew" about all your income sources. I'm definitely going to check out that IRS withholding calculator you mentioned. Better to be proactive about this stuff than get hit with a surprise bill! Thanks for sharing your experience.
Dont forget state taxes too! We set up our trust in NY and got hit with extra taxes we didnt expect. some states dont tax trusts at all while others are brutal. mite be worth checking if you should establish the trust in a different state depnding on ur situation.
Another important consideration that hasn't been mentioned yet is the generation-skipping transfer (GST) tax if you're including your sister's children as beneficiaries. Since you mentioned setting up the trust for both your kids and your sister's children, transfers to your sister's kids (who are likely in a different generation than you) could trigger GST tax at a flat 40% rate on amounts exceeding the GST exemption ($13.61 million for 2025). This is separate from gift tax and applies even if you haven't used up your lifetime gift tax exemption. Make sure your attorney structures the trust to allocate GST exemption properly if you're including skip-persons as beneficiaries. It's a complex area that even experienced advisors sometimes overlook during the initial planning phase.
Wow, I hadn't even heard of GST tax before reading this! This is exactly the kind of detail that makes me nervous about setting up a trust without really understanding all the implications. When you say "skip-persons" - does that specifically mean grandchildren, or would my sister's kids count as skip-persons even though they're the same generation as my own kids? Also, is the 40% GST tax rate applied to the entire transfer amount, or just the portion that exceeds the exemption? This seems like something that could completely change the math on whether a trust makes financial sense for our situation.
I just went through this exact scenario! Filed my missing 2021 return via fax on February 28th after getting the 570/971 codes on my 2024 refund. My transcript updated on March 14th with an 846 code and the refund was deposited 3 days later. The whole process took about 16 days from fax to deposit. A few tips that helped me: - Include a cover letter explaining you're filing to release your 2024 refund hold - Reference your current year case number if you have one - Keep checking your transcript every few days for updates - Don't panic if it takes the full 2-3 weeks they quote The IRS seems to be handling these cases pretty efficiently right now. Good luck with yours!
Thanks for sharing your timeline! This is really helpful. Just to clarify - when you say you referenced your "current year case number," where did you find that? I have the 570/971 codes on my transcript but I'm not seeing any case number listed. Also, did you fax to the general processing center or is there a specific number for these dependency holds? I want to make sure I'm sending mine to the right place!
I'm currently going through this same situation! Got the 570/971 codes on my 2024 transcript about 10 days ago when I realized I never filed my 2021 return (long story involving a move and some personal issues that year). I faxed my 2021 return on March 5th to the Cincinnati processing center with a cover letter explaining the situation. So far no updates on my transcript, but reading everyone's experiences here gives me hope that it should resolve within the next week or two. One question for those who've been through this - did you get any kind of notice or letter from the IRS before you noticed the hold codes on your transcript? I'm wondering if I missed something in the mail or if the transcript codes are typically the first indication of the issue. Thanks for starting this thread @Malik Robinson - it's really helpful to hear from others in the same boat!
Brielle Johnson
This thread has been incredibly helpful! I'm dealing with a similar situation with my father's annuity distributions. He's been getting these payments for about 3 years now, and every 1099-R has had Box 2a blank with the full amount in Box 5. I've been entering $0 for taxable income each year, but I always second-guess myself when I see that FreeTaxUSA warning. It's reassuring to hear from actual CPAs and others who've handled this situation that we're doing it correctly. One question I have - does the age of the annuity holder matter for this treatment? My dad is 73, so he's well past retirement age. I wasn't sure if there were any age-related rules that might change how these distributions are taxed, especially with all the RMD requirements I keep hearing about for retirement accounts. Also, has anyone here ever actually been audited over one of these annuity situations? I'd love to know what that experience was like if it happened.
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Javier Garcia
β’Great question about age! The good news is that your father's age doesn't change how these nonqualified annuity distributions are taxed. The return-of-principal treatment (Box 2a blank, amount in Box 5) applies regardless of age because this is about recovering after-tax contributions, not pre-tax retirement account rules. RMD requirements only apply to qualified retirement accounts like 401(k)s and traditional IRAs. Nonqualified annuities (like what your dad has) don't have required minimum distributions because they were purchased with money that was already taxed. Regarding audits - I haven't been audited personally on this issue, but I've helped clients through a few IRS inquiries over the years. In every case, once we provided the 1099-R showing Box 5 equal to the gross distribution and explained it was return of principal from a nonqualified annuity, the IRS accepted the treatment without further questions. The key is having good documentation, which it sounds like you already have with the consistent 1099-R reporting pattern. You're definitely doing this correctly! Keep trusting the process and don't let that software warning stress you out.
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Dylan Cooper
Thank you all for this incredibly detailed discussion! As someone who's been dealing with tax issues for years, I really appreciate seeing actual CPAs and experienced taxpayers share their knowledge here. I wanted to add one more perspective for anyone still feeling uncertain about this situation. I work as a tax preparer during tax season, and we see this exact scenario with nonqualified annuities quite frequently. The blank Box 2a with the full amount in Box 5 is actually the cleanest way companies report return of principal - it leaves no ambiguity about the tax treatment. What I tell my clients is to think of it this way: when you bought the annuity originally, you used money you'd already paid income tax on. Now when you get that money back through distributions, the IRS isn't going to tax you again on the same dollars. That's essentially what Box 5 represents - your own after-tax money coming back to you. The software warnings are just there to make you double-check your entries because mistakes do happen. But when the 1099-R is properly coded like this (7D distribution code, Box 5 equals gross distribution), you can be confident in reporting $0 taxable income. One last tip: if you're still nervous about it, most tax software allows you to add explanatory notes or attach statements to your return. You could add a brief note explaining that the distribution represents return of investment in a nonqualified annuity as indicated by the 1099-R coding, though it's usually not necessary.
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Jamal Edwards
β’This has been such an enlightening thread! I'm completely new to dealing with annuities and honestly had no idea how complicated the tax treatment could be. My grandmother recently started receiving distributions from an annuity she purchased years ago, and I've been helping her with her taxes. Reading through everyone's explanations really clarifies why the 1099-R is set up the way it is. The concept of "return of principal" makes perfect sense when you put it that way - she's just getting her own already-taxed money back. I'm curious though - when these distributions eventually become taxable (once all the original investment is recovered), do the tax forms make it obvious that the treatment has changed? I want to make sure I don't miss that transition and accidentally under-report income in future years. Thank you @9e3437d1e30b and everyone else for sharing your expertise. It's so helpful to get real-world perspective from tax preparers and CPAs rather than trying to decode IRS publications on my own!
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