Start an S-Corp in the U.S.

Start an S-Corporation the right way — fast S-Corp formation, on-time IRS election, and clean compliance. iCorp Pro helps you form an S-Corp (or convert an existing corporation), file IRS Form 2553 within the 2-months-and-15-days deadline, and set up pass-through taxation with a professional payroll framework (reasonable-compensation guidance). We handle Delaware or any-state filing, obtain your EIN, prepare bylaws & shareholder consents, and build a compliance calendar so your S-Corp stays investor- and accountant-ready.

  • Kickstart in minutes — guided intake and same-day filing options.
  • Attorney-grade docs & precise S-Corp eligibility checks.
  • End-to-end S-election — Form 2553 with the right effective date and consents.
  • Payroll & compliance ready — reasonable-compensation guidance, EIN, bank letters, state checklist.
  • Transparent pricing — fixed packages + state fees. No surprises.
  • Bilingual support — English & Russian.
Get started Talk to an expert

Trust note: iCorp Pro is a team of professionals. Our filings and documents align with U.S. federal and state standards, including IRS procedures (EIN/SS-4, Form 2553) and Secretary of State requirements. Accuracy guaranteed.

Why iCorp Pro

Six reasons founders choose us

Kickstart in minutes

Guided intake with standard & same-day filing options.

Accuracy you can trust

Attorney-grade bylaws/consents + precise S-Corp eligibility checks.

End-to-end S-election

Form 2553 prepared & filed on time with shareholder consents.

Payroll & compliance ready

Reasonable-compensation guidance, EIN, bank letters, state checklist.

Transparent pricing

Fixed packages + state filing fees. No surprises.

Bilingual support

English & Russian support for onboarding and filings.

What is an S-Corporation?

A concise definition founders actually use.

Plain-English definition

An S-Corporation (S-Corp) is a federal tax election for eligible U.S. corporations (and some LLCs) that generally enables pass-through taxation—profits and losses flow to shareholders instead of being taxed at the corporate level. To get S-status, the company must meet IRS eligibility rules and file Form 2553 on time.

General information only; not legal or tax advice.

Quick highlights

  • Tax status, not entity type: we form/convert your corporation, then elect S-status.
  • Deadline-driven: Form 2553 is typically due within 2 months + 15 days of the tax year start (or earlier in the prior year).
  • Eligibility applies: ≤100 permitted shareholders, one economic class of stock, domestic corporation, and other IRS rules.
  • Payroll ready: owner-operators should receive reasonable compensation before profit distributions.
We check eligibility during onboarding and prepare shareholder consents with the election.

S-Corp Eligibility (Checklist)

We verify these items during onboarding and prepare the shareholder consents for your S-election.

Core requirements

  • Domestic corporation. Your entity is formed in the U.S.
  • ≤ 100 shareholders. Headcount limit applies to all owners.
  • Permitted shareholders only. Individuals, certain trusts/estates, some exempt orgs — no partnerships or corporations as owners.
  • One economic class of stock. Voting differences allowed; distributions/liquidation rights must be identical.
  • Not an ineligible corporation. (e.g., certain financial institutions/insurers).

Election timing & docs

  • Form 2553 deadline. File within 2 months + 15 days after the start of the intended tax year (or anytime in the prior tax year).
  • Shareholder consents. All owners sign to approve the election.
  • EIN in place. We obtain/verify your EIN for the filing package.
  • Effective date set. We plan the effective date during onboarding.
  • Late relief (if needed). Facts review and prep under the applicable IRS procedure.
This is general information, not legal or tax advice. We coordinate with your CPA as needed.

What’s included

Everything you need to launch a new S-Corp, convert an existing C-Corp, and stay compliant.

Launch (New S-Corp Formation)

  • State selection & name check (Delaware recommended; any state available).
  • Certificate/Articles with single-class share structure (S-Corp rules).
  • Registered Agent (1 year) & service-of-process address.
  • Bylaws + Organizational Consents, officer appointments, banking resolutions.
  • Founder stock issuance, certificates & stock ledger.
  • EIN (IRS) & bank support letters.
  • S-Corporation election — Form 2553 with correct effective date & shareholder signatures.
  • Compliance & payroll starter kit (deadlines, reasonable-compensation overview, state checklist).

Convert (C-Corp → S-Corp Election)

  • Form 2553 preparation & filing with the appropriate effective date.
  • Shareholder consents & officer certifications.
  • Single-class-of-stock sanity check (voting vs economic rights).
  • Compliance refresh: minutes, officers/directors, franchise tax reminders.

Compliance (Annual)

  • Annual Report & Franchise Tax reminders (e.g., Delaware due March 1).
  • Corporate minutes, officer/director updates & stock-ledger upkeep.
  • Federal return timeline support: Form 1120-S + Schedule K-1 coordination with your CPA.
  • Payroll cadence checklist (reasonable compensation, W-2, 941/940, information returns as applicable).
  • Add-ons: DBA filings, amendments (name/shares), Good Standing & Certified Copies, foreign qualification, Equity Plan basics, 83(b) kit, Compliance Calendar Pro.

How it works (8 steps)

From formation to S-election, payroll and compliance — fast and clean.

1

Choose state & name

Delaware recommended for many corporations; any state available.

2

We file your charter

Single-class share structure aligned with S-Corp rules.

3

Registered Agent assigned

Statutory address for service of process.

4

Adopt bylaws & organize

Officer appointments, banking resolutions, first minutes.

5

Get EIN & bank-ready set

IRS EIN plus support letters packaged for banking.

6

Issue founder stock

Agreements, certificates & 83(b) reminder if restricted.

7

Elect S-Corp (Form 2553)

We prepare & file with the correct effective date and consents.

8

Stand up payroll & compliance

Reasonable-comp checklist, state registrations, annual calendar.

Taxes & Payroll — Quick Facts

The essentials most S-Corp founders need to know.

Pass-through taxation

S-Corps generally don’t pay federal corporate income tax. Profits/losses pass through to shareholders.

Return type

S-Corps typically file Form 1120-S and issue Schedule K-1 to shareholders each year.

S-election timing

File Form 2553 within 2 months + 15 days after the start of the intended tax year (or in the prior year). Late relief may be available.

Reasonable compensation

Owner-employees who work in the business should receive reasonable wages via payroll before profit distributions.

State & local: separate reports, franchise taxes, and payroll registrations may apply depending on where you operate. We coordinate timelines with your CPA.

Starter

up to 25 business days

$ 880 .00
+ state fees
  • Filing Prep & State Submission
  • Delaware recommended • name check
  • Charter/Articles + authorized shares
  • Bylaws & organizational consents
  • Founder stock issuance & certificates
  • EIN (IRS) + bank support letters — optional
  • Compliance starter kit
Registered Agent (RA) not included — available as an add-on.

Standard

up to 14 business days

$ 900 .00
+ state fees
  • Everything in Starter
  • Registered Agent (1y) included
  • EIN (IRS) included
  • Corporate bylaws templates & minutes
  • Compliance reminders & state filing tracking

Premium

up to 3–4 business days

$ 950 .00
+ state fees
  • Everything in Standard
  • Corp Kit (Binder, Seal, Certificates, Forms)
  • Expedited filing (if available)
  • Corporate minutes & officer/director updates
  • Stock ledger upkeep
  • Form 1120 timeline coordination with your CPA
  • Add-ons: multiple states, licenses, foreign qualification

Frequently Asked Questions

Clear, accurate answers for founders starting or converting to an S-Corporation.

Is an S-Corp a separate entity type?

No. S-Corp is a federal tax election for a qualifying U.S. corporation (or certain LLCs). We form the corporation and then file IRS Form 2553 to elect S status.

What’s the deadline to elect S-Corp?

Generally within 2 months and 15 days after the start of the tax year you want S status (or any time in the prior tax year). We set the effective date during onboarding and file Form 2553 on schedule.

Can an S-Corp have multiple owners?

Yes, up to 100 permitted shareholders. Eligible owners include individuals and certain trusts/estates (and some exempt organizations). Partnerships and corporations generally cannot be shareholders.

How many classes of stock are allowed?

One economic class of stock (identical distribution/liquidation rights). Different voting rights are allowed.

Do we need a Registered Agent?

Yes. Your state of incorporation requires a Registered Agent with a physical address for official notices. The first year is included in our package.

Do owner-operators need payroll?

If owners provide services, they should receive reasonable compensation as W-2 wages before taking profit distributions. We provide a payroll checklist and coordinate with your CPA/payroll provider.

Operating in more than one state?

You may need foreign qualification and state tax/payroll registrations where you have employees, an office, or sales nexus. We handle filings and add deadlines to your compliance calendar.

What if we miss the S-election deadline?

Late-election relief may be available under IRS procedures (e.g., Rev. Proc. 2013-30, where applicable). We’ll assess your facts and prepare the package with your CPA.

This section is general information and not legal or tax advice. For tailored guidance, consult a licensed attorney/CPA.

Authoritative sources we align to for S-Corporations and corporate compliance.

IRS — Form 2553 (Election by a Small Business Corporation) S-election timing, eligibility, shareholder consents. IRS — S-Corporations overview Basics of S-Corp taxation, eligibility, and filings. IRS — S-Corp reasonable compensation Guidance on owner-employee wages before distributions. IRS — Form 1120-S & Schedule K-1 Annual return for S-Corps; shareholder information reporting. Delaware Division of Corporations — Annual Report & Franchise Tax Due March 1 for Delaware corporations; penalties apply if late. SEC — Rule 701 (equity compensation) Common exemption for private-company stock options and RSUs. FinCEN — Beneficial Ownership Information (BOI) Initial and ongoing BOI reporting windows and guidance.

These links are provided for convenience and general information only; they are not legal or tax advice.

S-Corp vs C-Corp (at a glance)

S-Corporation

Pass-through taxation

C-Corporation

Corporate tax (Form 1120)
A quick, practical comparison for founders.
Ownership & stock
S-Corp Up to 100 eligible shareholders; one economic class of stock (voting differences allowed).
C-Corp Unlimited shareholders; multiple classes (common/preferred) permitted.
Taxation
S-Corp Pass-through; files 1120-S, issues K-1 to shareholders.
C-Corp Entity-level tax; files Form 1120. Dividends may face double taxation.
Payroll & distributions
S-Corp Owner-employees should receive reasonable compensation (W-2) before distributions.
C-Corp Payroll as needed; dividends taxed to shareholders when declared.
Venture capital fit
S-Corp Less common for institutional VC due to single-class constraints.
C-Corp Preferred by VC (multiple classes; preferred rounds).
Key filings
S-Corp Form 2553 (S-election) within 2 months + 15 days of tax-year start.
C-Corp No S-election. Standard corporate filings; 1120 annually.
State requirements
S-Corp Registered Agent; annual reports/franchise taxes where applicable.
C-Corp Same; includes Delaware Annual Report & Franchise Tax (due March 1 if DE).

General information only — not legal or tax advice. We coordinate with your CPA and counsel.

Start your S-Corp the right way

We’ll validate eligibility, plan your Form 2553 timeline, and file fast — with clean payroll and compliance from day one.

Get started Prefer to talk first? Schedule a quick call →
  • Attorney-grade documents
  • EIN & Form 2553 handled
  • Reasonable-comp payroll checklist
  • Compliance calendar included