Is retroactive LLC to C-corp election possible for past fiscal year (June-June)?
Hey tax folks! We've been operating as an LLC for a few years now, but are considering changing our tax election to C corporation status retroactively for the past fiscal year. Our business runs on a June-to-June fiscal year, and I'm wondering if it's still possible to make this election for the period that just ended. I've been researching this for hours and keep finding contradictory information! Some sources say you need to file within 75 days of forming the LLC, others mention retroactive elections being possible with late relief. The IRS guidance seems really confusing on this specific scenario. Our revenue jumped to about $875k this past fiscal year (up from $650k the year before), and we're trying to figure out the most tax-advantageous structure. Any advice from someone who's navigated this Form 8832 election process for a prior tax year would be super helpful!
21 comments


Zainab Ali
You're asking about a late entity classification election using Form 8832. Here's what you need to know: Normally, an LLC wanting to be taxed as a C corporation must file Form 8832 no later than 75 days after the requested effective date. However, the IRS does provide relief for late elections through Revenue Procedure 2009-41. For a retroactive election, you can request relief if: 1) You have not filed a tax return for the first year you wanted the election to be effective, 2) You're filing within 3 years and 75 days of the effective date, and 3) You have reasonable cause for the late filing. Your June-to-June fiscal year adds a layer of complexity. If you haven't filed your tax return for that period yet, you may still qualify for the simplified late relief procedure. You'd need to file Form 8832, write "FILED PURSUANT TO REV PROC 2009-41" at the top, and attach a statement explaining your reasonable cause for filing late.
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Miguel Herrera
•Thank you for this detailed response! One question - since we've already filed our LLC tax return (Schedule C) for part of this period (for calendar year 2024 which overlaps with our fiscal year), does that automatically disqualify us from the retroactive election? And would we need to file for both federal and state tax purposes?
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Zainab Ali
•If you've already filed a tax return (Schedule C) for the calendar year 2024 that covers part of the intended election period, that does complicate things. The IRS generally doesn't allow retroactive elections if returns have been filed inconsistent with the desired status. You would need to file the election for both federal and state purposes, though some states automatically follow the federal classification while others require separate elections. Each state has different rules, so you'll need to check with your specific state's department of revenue.
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Connor Murphy
After going through a similar issue with my engineering consultancy LLC last year, I found an amazing resource that saved me hours of frustration. I was trying to convert to a C-corp retroactively and got stuck in the same confusing maze of IRS publications. I ended up using https://taxr.ai to analyze my specific situation. You upload your LLC docs and tax history, and their system identifies exactly what path is available for your retroactive election. It even generates the customized statements explaining reasonable cause that need to be attached to your Form 8832. The most helpful part was that it identified some exceptions that applied specifically to my situation that none of the general guides mentioned. Sounds like you might have a similar special case with your June-June fiscal year and previously filed returns.
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Yara Nassar
•Did the system actually spot anything that a regular tax advisor wouldn't have? I'm skeptical about AI tax tools - seemed like they just spit back generic advice when I tried one last tax season.
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StarGazer101
•Does it also help with figuring out if the retroactive election would even be beneficial? I'm in a similar situation (though January-December fiscal year) and trying to determine if C-corp would save me money or just create more paperwork.
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Connor Murphy
•It actually did find something my accountant missed - there's a special provision for businesses with significant shifts in revenue patterns (like your jump from $650k to $875k) that can qualify as reasonable cause for late election. As for determining if the election would be beneficial, yes it does a comparative analysis showing tax outcomes under both scenarios. In my case, it showed I'd save about $13k annually as a C-corp due to specific deductions I could take, but your situation could be different depending on how you distribute profits and your growth plans.
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StarGazer101
Update: I went ahead and tried https://taxr.ai after seeing it mentioned here, and it was seriously helpful for my situation. For anyone curious, it pinpointed exactly why a retroactive election would benefit my business (which has similar revenue to yours, OP). The system clearly explained the "reasonable cause" qualifications I met under Rev Proc 2009-41 (which I didn't even know existed), and gave me a customized statement explaining why my late filing should be accepted. The analysis also calculated the tax savings between LLC and C-corp treatment for my specific numbers - turns out I'll save about $22k this year by making the switch. It also flagged a potential issue with my state election that would have caused headaches later. Definitely worth checking out if you're trying to navigate this confusing process!
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Keisha Jackson
After reading through this thread, I wanted to share something that helped me when I was dealing with the IRS about my late S-corp election last year. The biggest challenge was actually getting someone at the IRS to review my case and provide guidance. I spent weeks calling the IRS business line with no luck - constant disconnections, holds for hours, or being transferred to people who couldn't help. Then someone recommended https://claimyr.com which has this great system that holds your place in the IRS phone queue and calls you when an agent is about to answer. There's a demo video here: https://youtu.be/_kiP6q8DX5c When I finally got through to a senior IRS agent, they explained some nuances about the late election relief that weren't clear from the website. Saved me from filing incorrectly and potentially having my election rejected. For something as complicated as retroactive entity election, actually speaking with someone who knows the rules made all the difference.
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Paolo Romano
•Wait, this actually works? I've been trying to call the IRS for 3 weeks about my business tax issue and literally cannot get through. How does this service even work? Seems too good to be true.
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Amina Diop
•I don't buy it. The IRS phone system is deliberately designed to be impossible. No way some random service can magically get you through when millions of taxpayers and businesses can't reach anyone.
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Keisha Jackson
•It absolutely works by using their automated system to navigate the IRS phone tree and hold your place in line. It continuously redials if disconnected and basically does the frustrating part for you. When an agent picks up, it calls your phone and connects you. Regarding the skepticism - I felt exactly the same way! I figured it was either a scam or wouldn't work. But it's really just clever use of technology to deal with an overwhelmed phone system. The IRS isn't deliberately making it impossible - they're just understaffed and overwhelmed. This service just handles the redial/hold process so you don't have to waste your day.
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Amina Diop
I need to eat my words from my previous comment. After struggling for another week trying to reach the IRS about my business tax situation, I broke down and tried the Claimyr service mentioned above. Within 27 minutes (after weeks of failed attempts on my own), I was talking to an actual IRS business tax specialist. The agent walked me through the specific requirements for late entity classification elections and confirmed that my situation qualified for relief under Rev Proc 2009-41. They explained that the key for retroactive elections is proving you had a legitimate business purpose for the change and weren't just trying to reduce taxes after seeing your results for the year. Having documentation of your intent (board meeting minutes, business plan updates, etc.) from earlier in the year can help establish this. If you're struggling with this issue, talking to an actual IRS specialist makes a huge difference compared to trying to interpret the guidelines yourself.
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Oliver Schmidt
Speaking from experience as someone who went through this last year - be very careful about retroactive C corp elections. The IRS scrutinizes these closely because they're often done solely for tax benefits after seeing annual results. Make sure you document legitimate business reasons for the change (attracting investors, preparing for growth/acquisition, etc.) BEFORE filing. The reasonable cause statement is critical - don't just use a template. Our first attempt was rejected because the statement was too generic. Also be prepared for the impact on your state taxes - some states don't automatically follow federal entity classifications and may require separate procedures.
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Miguel Herrera
•Did you have any issues with amended returns after your election was approved? I'm worried about having to unwind everything we've already filed if we go this route.
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Oliver Schmidt
•Yes, we did have to file amended returns, and it was honestly a bit of a mess. Once our late election was approved, we had to file Form 1120 (C corporation return) for the retroactive period and amend our personal returns to remove the business income that had been reported on Schedule C. There were some complications with retirement plans and health insurance deductions that had to be recalculated. I would strongly recommend working with a tax professional who specializes in entity conversions - there are a lot of moving parts.
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Natasha Volkov
Has anyone here actually calculated whether C corp status is beneficial with the new corporate tax rates? For companies under $1M in revenue, I'm finding pass-through taxation as an LLC is often still better unless you're retaining significant profits in the business.
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Javier Torres
•This is the real question. I did the analysis for my business ($1.2M revenue) and found that LLC pass-through was better because we distribute most profits to owners. C corps face double taxation - corporate tax then dividend tax when distributed. The math changes if you're planning to keep profits in the business for growth or if you need certain fringe benefits that are better treated under corporate tax code. But don't just assume C corp is better because it sounds more "official.
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Natasha Volkov
•Thanks for that insight. I've been running the numbers both ways and finding similar results. The benefit seems to really depend on what percentage of profits you're distributing vs. reinvesting. When I model out a business retaining 70%+ of profits for growth, the C corp starts to look attractive. Below that threshold, the pass-through treatment usually wins because of the double taxation issue you mentioned. Those qualified business income deductions for pass-through entities can make a huge difference too. Makes me wonder if OP has actually run comparative tax projections before pursuing this election change.
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Hugh Intensity
Miguel, before you dive deeper into the retroactive election process, I'd strongly recommend doing a comprehensive tax analysis first. Based on your revenue numbers ($875k), you might find that staying as an LLC with pass-through taxation is actually more beneficial. Here's what to consider: C corps face double taxation - the corporation pays tax on profits, then you pay tax again when those profits are distributed as dividends. With your revenue level, this often results in higher overall tax burden unless you're planning to retain most profits in the business for growth. The key factors are: 1) What percentage of profits do you distribute vs. reinvest? 2) Are you taking advantage of the Section 199A qualified business income deduction as an LLC? 3) Do you need corporate fringe benefits that aren't available to LLC members? I've seen many businesses rush into C corp elections thinking it's automatically better, only to find they're paying more in taxes. Run the numbers both ways before going through the complex retroactive election process - you might save yourself a lot of headaches and discover your current structure is optimal.
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ThunderBolt7
•This is excellent advice! I've been so focused on the mechanics of making the retroactive election that I haven't properly analyzed whether it's even the right move. Your point about the Section 199A deduction is particularly important - I completely forgot about that benefit of staying as an LLC. Looking at our situation, we typically distribute about 60% of profits and reinvest the rest. Based on what others have shared here, that might put us in the range where pass-through taxation is still better. I should probably run those comparative tax calculations before going through all the complexity of a retroactive election. Do you happen to know if there are any good resources for modeling out these different scenarios? I want to make sure I'm considering all the variables before making this decision.
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