Q: Hello I am trying to turn my LLC into my holding company which means I need to file Articles of Cooperation and a 2553?
Just formed my LLC and want it to be the holding company and an S corp what do I need to file and in what order?
A:
To turn your LLC into a holding company and elect S-corp status, you will need to follow a specific process. First, you can use your LLC as the holding company by structuring it to own other businesses or assets. You won’t need to file anything additional at the state level for it to act as a holding company.
Next, to elect S-corp tax status, you'll need to file IRS Form 2553. This must be done within two months and 15 days of the beginning of the tax year when you want the S-corp status to take effect. It’s also a good idea to confirm your LLC meets the IRS qualifications for an S-corp, such as having 100 or fewer shareholders and issuing only one class of stock.
Lastly, consult with a tax professional or legal advisor to ensure that all filings are completed correctly and in the right order. They can also guide you through any state-specific requirements that might apply to your LLC or its new S-corp status.
A:
I mostly concur with the earlier answer provided to your question above. Here is my response with a few more notes
1) Use Your LLC as a Holding Company: Structuring your LLC to act as a holding company simply involves using it to own other businesses or assets. You don’t need to file anything additional at the state level unless you want to adjust your operating agreement to reflect the holding company structure.
2) Elect S-Corp Tax Status: To elect S-corp tax status, you’ll need to file IRS Form 2553. This form must be submitted within 2 months and 15 days of the start of the LLC's tax year in which you want the S-corp status to take effect. As outlined by the other attorney here, be sure that your LLC qualifies as an S-corp by meeting IRS requirements.
3) No Need for Additional Articles: There's no need to file any "Articles of Cooperation" - this phrase may be a misunderstanding. Your Articles of Organization, filed when forming your LLC, are sufficient. If your LLC is becoming a holding company, you may want to amend your operating agreement to outline the structure and role of the holding company, but this is typically an internal matter.
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