S Corporation Prohibition Against More Than One Class of Stock

AAEAAQAAAAAAAAlCAAAAJDc5NWUwNzZjLTk1NDUtNGUwYi05YjZiLTM1YjlkNmM3MDQ1OQDo you own an LLC that elected to be treated as an S Corporation?

If so, please review your minute books and organizational documents to check for multiple classes of stock.  The tax law prohibits S Corporations from issuing more than one class of stock.  Special arrangements such as are frequently typical in LLCs, partnerships and C Corporations that provide non-proportional allocation of income, losses and distributions are prohibited.

If your minutes or organizational documents provide for multiple classes of stock, you must eliminate any additional classes of stock if you want to be treated as an S Corporation for tax purposes.  Maintaining more than one class of stock causes a technical termination of S Corporation status.

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