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June 3, 2019
Question

Basis Calculation LLC with new S-Corp Election?

  • June 3, 2019
  • 1 reply
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Hello, I'm looking for some help on calculating end of 2018 shareholder basis for a business operating in 2017 as a SMLLC and as an SMLLC with an S Corp election effective 2018, plus a few other related questions.  

Pre-S Corp Election Contributed Capital (2017):  $A

Post-S Corp Election Contributed Capital (2018):  $B

Pre-Election losses, flowed through to personal return (2017):  ($C) - assume not counted towards basis?  Does retained earnings go to zero for 2018 beginning balance on my S Corp 2018 balance sheet?  What would the journal entry be for these retained earnings to zero out?

Pre-Election Section 179 Carryover of disallowed deduction, carried forward due to NOL:  $D

Post-Election NOL for 2018:  ($E).  I assume I can take the loss on my 2018 personal return against other income and I do not have to carry forward the loss as my basis remains positive if calculated in the method shown below?  

No loans, distributions, or wages up to now.

Proposed basis calculation:  $A + $B + ($E)

And in the year with sufficient revenue that I take the Section 179 depreciation expense (should be this year), -$D to my basis calculation.

Can I continue carry over the pre-election Section 179 to a future tax year that has sufficient net income?  Any other recommendations on this basis calculation?

Thanks!

1 reply

Rick19744
Employee
June 3, 2019

It would be in your best interest to consult with a tax professional to grasp how S corps work and getting you started down the right path.  Having said that, I will provide some discussion:

  • When you made the S election, what ever you contributed into that entity is your beginning basis.  Property will carry over based on the adjusted basis and cash is just cash.  If the S corp assumes liabilities, then this adjusts your basis as well.
  • From here on out (once beginning basis is determined) you will adjust your basis annually based on the applicable lines of the K-1 issued to you.
  • Anything that occurred before the S election, will have no impact on your basis.
  • Your beginning balance sheet will not have any retained earnings.  It will simply be debits and credits related to the items discussed in bullet 1 above.  The remaining balancing entry will be to shareholder equity.
  • Any Section 179 carryover is a personal item and will have no impact on the S corporation.
  • You will be able to take losses on your personal return only to the extent you have basis; either capital or debt basis.
  • Maintaining an accurate basis schedule is extremely important as it determines allowable losses, tax impact of distributions, etc.
  • While the attached link to the IRS is based on 2015, it will generally still hold true; the line numbers on the K-1 may have changed somewhat (I did not check this).  https://www.irs.gov/businesses/small-businesses-self-employed/s-corporation-stock-and-debt-basis
  • Also make sure that you prepare your 1120S first as the K-1 reporting will impact your personal tax return.  We see instances where individuals have already prepared their 1040 and then start asking questions about the 1120S.
*A reminder that posts in a forum such as this do not constitute tax advice.Also keep in mind the date of replies, as tax law changes.
info14Author
June 3, 2019
Thanks Rick.  To clarify, beginning S corp basis of "what ever you contributed" represents the LLC's assets and liabilities and my contributed capital as of the day before the S election?  Company assets are cash and inventory.  My only liabilities are accounts payable and deferred revenue.  No debt.  Owner's Equity includes contributed capital I put in to the business and negative retained earnings (due to NOL's for 2017 and also 2018).  Also how do I determine if I need to pay taxes on the S election based on Section 357 liabilities exceeding basis <a rel="nofollow" target="_blank" href="https://www.law.cornell.edu/cfr/text/26/1.357-2">https://www.law.cornell.edu/cfr/text/26/1.357-2</a> ?  Would that calculation for me be the the LLC's assets+contributed capital-liabilities mentioned above (with all figures presumably determined end of 2017 right before the S election)?  And is it the same calculation for beginning basis of the S corp?  Not sure what you mean by "Anything that occurred before the S election, will have no impact on your basis."