Hi Akt4pay-ga ...
This is just a reminder to pay attention to the disclaimer at the
bottom of this page. This isn't legal, tax or professional advice, I
am merely providing you with information available in answer to your
question.
So, to answer your question -
No, a C Corporation cannot own (or own stock in) a Subchapter S
corporation.
Here's what the IRS says in its Instructions for Form 2553 (Rev.
December 2002):
"A corporation may elect to be an S corporaiton only if it
meets all of the following tests:
...3. Its only shareholders are individuals, estates,
exempt organizations dexcribed in section 401(a) or
501(c)(3), or certain trusts described in section
1361(c)(2)(A)..."
- http://www.irs.gov/pub/irs-pdf/i2553.pdf
and in its FAQ:
"To convert from a C corporation to an S corporation, you
must meet the same requirements as a newly formed
corporation electing S corporation status. You must meet
the requirements of a "small business corporation" which
are, in general:
* Be a domestic corporation organized under the law of
any state or U.S. territory;
* Have only individuals, estates or certain trust as
shareholders (no partnerships or corporations as
shareholders;
* Have only citizens or residents of the United States
as shareholders;
* Have only one class of stock (differences in voting
rights are OK)..."
- http://www.irs.gov/faqs/page/0,,id%3D15916,00.html
See also Internal Revenue Code
TITLE 26, Subtitle A, CHAPTER 1, Subchapter S, PART I, Sec. 1361
- http://www.fourmilab.ch/ustax/www/t26-A-1-S-I-1361.html
Search Stragegies ...
- Subchapter S corporation
IRS search
- subchapter s corporation
- restrictions on subchapter s corporation
Surprisingly, a Subchapter S corporation CAN own another Subchapter S
Corporation, a QSUB, but that's a different matter entirely. Thanks
for your interesting question.
Regards,
Serenata |