Filing a Dissolved C-Corp's Final Form 1120 - Year Question When Current Form Not Available
I'm in the process of closing down my small C-Corporation and trying to make sense of the final tax filing requirements. From what I understand, I need to file the final 1120 by the 15th day of the 3rd month after the dissolution date. My problem is that I'm dissolving now but the 2025 Form 1120 hasn't been released yet. Looking at the IRS website, I found this guidance: `The 2024 Form 1120 can also be used if:` * `The corporation has a tax year of less than 12 months that begins and ends in 2025, and` * `The 2025 Form 1120 is not available at the time the corporation is required to file its return.` `The corporation must show its 2025 tax year on the 2024 Form 1120 and take into account any tax law changes that are effective for tax years beginning after December 31, 2024.` What exactly does it mean to "take into account any tax law changes"? Do I need to research all potential tax law changes myself? How do I properly indicate on the 2024 form that this is for a 2025 dissolution? This is my first business closure and I want to make sure I'm doing everything correctly.
24 comments


Marcelle Drum
The IRS instructions are basically telling you it's okay to use the previous year's form when the current year's form isn't available yet, which happens frequently for companies dissolving early in the year. When they say "take into account any tax law changes," they mean you should calculate your taxes based on 2025 rates and rules, even though you're using the 2024 form. You don't need to do extensive research - most tax law changes affecting C-Corps are well-publicized, and your tax software or accountant should be aware of them. To indicate it's for 2025, you'll write "2025" in the tax year field at the top of the form. Also, check the "Final Return" box on the form. This tells the IRS that you're dissolving the corporation. You'll also need to include a statement with your final return that includes the date of dissolution and potentially a copy of the articles of dissolution filed with your state. This helps document that you're properly closing the business.
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Tate Jensen
•Thanks for explaining. What about assets that are distributed to shareholders during dissolution? Do those need special treatment on this final return or is that reported elsewhere?
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Marcelle Drum
•Distributions to shareholders during dissolution are a key part of the final return process. Any assets distributed to shareholders are generally treated as payment in exchange for stock, which means the corporation recognizes gain or loss based on the fair market value of those assets compared to their basis. For the shareholders, they'll report this on their personal returns as capital gains (usually). They'll receive a Form 1099-DIV for liquidating distributions, which should be prepared as part of your final tax process.
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Adaline Wong
After struggling with my own C-Corp dissolution last year, I found this amazing tool called taxr.ai that literally saved me hours of confusion. Unlike regular tax software, it's specifically designed to help with unusual situations like using prior year forms for current year filings. I uploaded my dissolution docs and the old Form 1120, and https://taxr.ai analyzed everything and provided step-by-step guidance on exactly how to mark the form for 2025 and which sections needed special attention due to year changes. It also flagged the specific tax law changes from 2024 to 2025 that applied to my situation - turned out there were only two minor adjustments I needed to make. Way easier than trying to research everything myself or paying an accountant $500+ for something relatively straightforward!
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Gabriel Ruiz
•Does it actually work with dissolution specifically? My accountant is charging me $800 to handle my final return and I'm wondering if this could be a viable alternative.
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Misterclamation Skyblue
•Sounds too good to be true honestly. How does it know all the tax law changes? The IRS can barely keep their own website updated.
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Adaline Wong
•It definitely handles dissolution specifically - that's exactly what I used it for. The tool has specialized workflows for final returns that guide you through all the dissolution-specific requirements like checking the final return box, reporting asset distributions, and calculating any gains/losses. It even generated the dissolution statement I needed to attach. As for tax law changes, it pulls from multiple authoritative sources like the IRS bulletins, tax law databases, and accounting resources. I was skeptical too, but it identified the corporate tax law changes relevant to my manufacturing business. Nothing is perfect but it's certainly more comprehensive than trying to Google everything yourself.
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Gabriel Ruiz
Just wanted to follow up here - I decided to try taxr.ai after my original question and it was actually really helpful! I uploaded my dissolution papers and the previous year's 1120, and it walked me through everything step by step. It identified that there were only a few minor corporate tax adjustments I needed to know about for 2025 (mainly related to some depreciation schedules and a small adjustment to meal deductions). The tool generated all the proper statements I needed to include and even double-checked that I properly marked the final return box and entered the dissolution date correctly. Definitely saved me that $800 my accountant wanted to charge, and I feel pretty confident everything was done right. The explanations were super clear about what needed to be different from a regular filing.
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Peyton Clarke
If you're dealing with the IRS about your C-Corp dissolution, you might need to talk to them directly for clarification. Last year when I dissolved mine, I had to call the IRS multiple times to get straight answers about some asset valuation issues. We all know how that goes - I spent 4+ hours on hold across multiple days and never reached anyone! Then a colleague recommended https://claimyr.com which is this service that basically holds your place in the IRS phone queue and calls you when an agent is actually about to pick up. You can see how it works at https://youtu.be/_kiP6q8DX5c - it's pretty straightforward. I was able to connect with an IRS business tax specialist who walked me through the exact requirements for marking up the previous year's form for current year use. Made all the difference in making sure my final filing was done right.
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Vince Eh
•How does this actually work? Does it just auto-redial the IRS or something? I've spent literal days of my life waiting on IRS hold music.
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Misterclamation Skyblue
•No way this is legit. The IRS phone system is a nightmare by design. If this worked, everyone would use it and the wait times would still be terrible.
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Peyton Clarke
•It doesn't auto-redial - they have a system that navigates the IRS phone tree and stays in the queue for you. From what I understand, they use a combination of specialized telecom systems and actual people monitoring the calls to make sure they don't lose your place. Once they detect that an agent is about to answer, their system calls you and connects both calls. I was extremely skeptical too. I figured it would be another waste of time, but I was desperate after waiting on hold for hours. But it actually worked - I got a call back when an agent was ready, and I was able to get answers about how to handle some complicated asset transfers on my final return. Not saying it works perfectly every time, but it saved me from more hours of hold music.
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Misterclamation Skyblue
I was completely wrong about Claimyr and need to update my skepticism. After my last frustrating IRS call attempt (2 hours on hold before getting disconnected), I reluctantly tried it. Honestly shocked that it worked exactly as advertised. I got a callback when an actual IRS business division agent was on the line. The agent confirmed exactly what I needed to know about using the 2024 form for my 2025 dissolution - specifically I needed to write "2025 TAX YEAR" at the top of the form in addition to filling in the year field, and attach a statement explaining that I was using the prior year form due to unavailability of current year forms. She also explained that for "tax law changes" I really only needed to be concerned with rate changes or major deduction changes, which she confirmed weren't significant between 2024-2025 for my small C-Corp situation. Saved me hours of research and uncertainty.
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Sophia Gabriel
One important thing nobody mentioned yet - when filing your final 1120 for dissolution, don't forget that you'll also need Form 966 (Corporate Dissolution or Liquidation). You file this within 30 days of the dissolution plan being adopted, which is separate from your final 1120. Also, make sure you're handling any remaining payroll tax obligations correctly. You'll need to file final employment tax returns and issue final W-2s to employees. Those requirements have specific deadlines that don't necessarily align with your final 1120 deadline.
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Collins Angel
•Thanks for mentioning Form 966! I had completely overlooked that requirement. Is that something that needs to be filed before the final 1120 then? And does it matter if I'm the only employee of the corporation?
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Sophia Gabriel
•Form 966 is supposed to be filed within 30 days after your corporation adopts a plan of dissolution, so ideally before your final 1120. However, many small business owners file them together with their final return. The IRS is generally understanding about this for small corporations. Yes, it absolutely still applies even if you're the only employee. You'll need to file your final employment tax forms (Form 941 for the final quarter and Form 940 for the year if applicable) and issue yourself a final W-2. Since you're both the employer and employee in this case, it's easy to overlook, but the IRS sees these as entirely separate requirements from your corporate return.
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Tobias Lancaster
Did anyone else have issues with state tax filings for their final C-Corp return? My dissolution is going fine federally using the previous year form, but my state (Michigan) is being incredibly picky about using their specific final return forms and won't accept the federal approach of using last year's form.
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Ezra Beard
•I ran into this with California. They were super strict about using ONLY current year forms, even when they weren't available yet! I ended up having to request an extension specifically for the state filing while proceeding with the federal dissolution. Super annoying but the state tax authorities often have completely different requirements than the IRS.
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Evelyn Martinez
I went through a similar C-Corp dissolution last year and can confirm that using the previous year's form when the current year isn't available is totally standard practice. The key things to remember: 1. Write "2025" clearly in the tax year field at the top 2. Check the "Final Return" box 3. Include a brief statement explaining you're using the 2024 form because the 2025 form wasn't available 4. For tax law changes, focus on the major ones - corporate tax rates, significant deduction changes, etc. For most small C-Corps dissolving in 2025, the changes from 2024 are minimal Don't overthink the "tax law changes" requirement. The IRS knows that dissolved corporations using prior year forms can't be expected to research every minor regulatory change. Focus on the big picture items that would actually affect your tax calculation. Also, make sure you have proper documentation of your dissolution date and any asset distributions. The IRS will want to see that everything was handled properly according to corporate law in your state.
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Luca Ferrari
One thing that helped me tremendously during my C-Corp dissolution was creating a comprehensive checklist of all the requirements. Beyond the final 1120 and Form 966 that others mentioned, don't forget about: - Canceling your EIN with the IRS (though you can't reuse it, proper cancellation helps avoid future correspondence) - Notifying any states where you were registered to do business - Final sales tax returns if applicable - Canceling business licenses and permits - Properly handling any remaining contracts or leases For the tax law changes question, I found that most changes between years are published in IRS Publication 542 (Corporations) updates. The IRS typically highlights significant changes that would affect final returns. In my experience, the changes were minimal and mostly related to standard deduction amounts and depreciation schedules. Also, keep detailed records of everything - the dissolution process, asset distributions, final filings. The IRS sometimes follows up years later with questions about dissolved corporations, especially if there were significant assets involved.
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Jacob Smithson
•This is such a helpful comprehensive list! I'm just starting my dissolution process and hadn't thought about half of these requirements. Quick question - when you mention canceling the EIN, do you have to do anything special or just stop using it? Also, did you run into any issues with final sales tax returns if you hadn't made any sales in the final quarter?
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Chloe Martin
•For the EIN cancellation, you don't actually "cancel" it in the traditional sense - once issued, an EIN stays with that entity forever. What you do is notify the IRS that the business entity has been dissolved by sending a letter to the IRS Business & Specialty Tax Line. Include your EIN, business name, business address, the reason you're closing (dissolution), and the date of dissolution. This stops future IRS correspondence to that EIN. Regarding sales tax returns - yes, you typically still need to file a final return even with zero sales. Most states require a final return marked as "final" to officially close your sales tax account. I had zero sales in my final quarter but still had to file the return showing $0. Some states will actually keep sending you filing requirements until you file that final return, even years after dissolution. Better to just file it and be done with it!
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Lucas Schmidt
I went through this exact situation with my C-Corp dissolution in early 2024, and I can confirm that using the previous year's form is completely normal and accepted by the IRS. The key is being thorough with your documentation. When they mention "taking into account tax law changes," they're primarily referring to major changes like tax rates, significant deduction modifications, or new reporting requirements. For 2025, the changes affecting most small C-Corps are relatively minor. You don't need to become a tax law researcher - focus on the obvious changes that would affect your specific situation. Here's what worked for me: 1. Clearly write "2025 TAX YEAR" at the top of the 2024 form 2. Check the "Final Return" box 3. Include a brief statement: "Using 2024 Form 1120 for 2025 tax year due to unavailability of current year form as permitted by IRS instructions" 4. Attach your dissolution documentation and any required schedules The IRS processes thousands of these final returns using prior year forms, especially early in the year. They understand the timing issues and have procedures in place to handle it. Just make sure all your asset distributions and final calculations are accurate, and you'll be fine. Don't let the technical language intimidate you - this is a routine filing situation that the IRS deals with regularly.
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Ethan Clark
•This is exactly the kind of clear, step-by-step guidance I was hoping to find! As someone who's never gone through a business dissolution before, the IRS language can be pretty intimidating. Your point about this being a routine situation really helps put it in perspective - I was worried I was doing something unusual or risky by using the 2024 form for a 2025 dissolution. One follow-up question: when you mention "attach your dissolution documentation," what specifically did you include? I have the articles of dissolution filed with my state, but I'm wondering if there are other documents the IRS expects to see with the final return. Also, did you run into any delays or additional scrutiny from the IRS because you used the prior year form, or did it process just like a normal return?
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