S-Corp Compliance Guide: Requirements, Taxes, and Payroll for Shareholders

📘 S-Corp Compliance: What You Need to Know

Category: Taxes Made Simple โ€“ Tax & Entity Structure


๐Ÿš€ Quick Summary

  • S-Corporations (S-corps) are pass-through entities that avoid double taxation.
  • S-corps must file Form 1120S annually and issue Schedule K-1s to shareholders.
  • Shareholder-employees must be paid a reasonable salary and run payroll.
  • State rules and elections may vary. Consult a tax advisor for your location.

๐Ÿ›๏ธ What Is an S-Corporation?

An S-corporation is a special tax status granted to eligible corporations or LLCs by the IRS. It combines the liability protection of a C-corp with the tax simplicity of a pass-through entity โ€” meaning business income is taxed only at the shareholder level, not at the corporate level.

โœ… Requirements for S-Corp Status

  • Be a domestic corporation or LLC
  • No more than 100 shareholders
  • Shareholders must be U.S. citizens, resident aliens, or qualifying trusts/estates
  • Only one class of stock
  • File IRS Form 2553 to elect S-corp status

๐Ÿงพ Tax Filing Obligations

  • Form 1120S: Annual tax return for the corporation (due March 15)
  • Schedule K-1: Distributed to shareholders to report their share of income
  • Form 7004: Extension request if needed (does not delay tax payments)

๐Ÿ’ต Payroll & Compensation Compliance

If you are an owner who works in the business, the IRS requires that you pay yourself a "reasonable salary." This must be processed through W-2 payroll โ€” and taxes such as Social Security and Medicare must be withheld and remitted.

Key payroll requirements:

  • Set up a payroll system (e.g., Gusto, ADP, QuickBooks Payroll)
  • Pay yourself on a consistent schedule (monthly/bi-weekly)
  • File quarterly payroll forms (Form 941, 940, and state equivalents)
  • Issue a W-2 annually

๐Ÿ“ค Shareholder Distributions

After paying a reasonable salary and business expenses, any remaining profits can be distributed to shareholders. These distributions are generally not subject to payroll taxes but must be tracked accurately.

๐Ÿงฎ Bookkeeping & Recordkeeping

S-corps must maintain separate business books and bank accounts, and track all income, expenses, distributions, and payroll. Good accounting practices are key to maintaining compliance and preparing annual filings.

๐Ÿ“… Annual Compliance Checklist

  • [ ] Run W-2 payroll for shareholder-employees
  • [ ] File Form 1120S by March 15
  • [ ] Issue Schedule K-1s to shareholders
  • [ ] File and pay state business taxes (if applicable)
  • [ ] Update annual meeting minutes and corporate records

๐Ÿ“Ž Resources

Need help with your S-corp setup, payroll, or filings? Book a session with our team: https://booknow.gbooks.solutions/#/bizTaxReview