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One creative approach I haven't seen mentioned: have you considered a Deferred Compensation Plan for the partnership? Instead of receiving equity upfront, you could structure it so the S-Corp promises to transfer shares over time based on performance metrics. This spreads out the taxable events and potentially reduces overall tax burden if your tax bracket varies year to year. For your loss from the business sale, look into Form 1244 stock treatment if applicable. If you originally qualified, you might be able to treat a portion of your losses as ordinary rather than capital, which would help offset your income.
The deferred compensation idea is interesting. Would that still give me voting rights and other partnership benefits from day one? Or would those phase in as the shares transfer? I'm concerned about having a say in business decisions if I'm taking on partnership responsibilities.
You can structure the agreement to give you voting rights and management authority separate from the economic interest. Many partnerships have provisions where newer partners get full voting rights immediately but the economic interest transfers over time. The operating agreement can be drafted to give you authority in business decisions from day one while still deferring the actual ownership transfer for tax purposes. This separates the control aspects from the economic aspects, which is relatively common in professional service firms.
Important question: Is the existing S-corp providing you these shares as compensation for services or are you buying in with your own money? The tax treatment is completely different. If they're compensating you with shares, that's ordinary income. If you're investing capital, you're creating basis in the shares without immediate tax consequences. From what you described, it sounds like they're gifting you equity as compensation, which creates the big tax hit. Consider restructuring as a capital contribution where you invest in the company (possibly with a loan to finance the purchase).
Not OP but quick follow-up - if you're buying in with your own money, what's the point? Aren't you just trading cash for equity of equivalent value? Seems like a wash.
@Eduardo Silva The point isn t'that you re'getting something for nothing - you re'right that it s'essentially a wash in terms of net worth. The benefit is avoiding the immediate tax hit on $2.6M of ordinary income. When you buy in with your own money, you re'creating basis in the shares without triggering a taxable event. The $2.6M becomes your cost basis, so you only pay taxes later when you sell or receive distributions above that basis. Compare that to receiving the shares as compensation, where you d'owe roughly $900K in taxes immediately as (OP mentioned but) have no cash to pay it. You d'be forced to take distributions from the company just to cover the tax bill, which creates a messy situation for everyone involved. @Freya Andersen is spot on - the structure matters way more than the economics here.
Just got mine today! Filed Jan 29, got regular refund Feb 12, CTC hit my acct this AM. Was getting worried tbh. Checked the IRS2Go app every day lol. No status updates until it suddenly appeared. Hang in there!
Same situation here! Filed Feb 8th, got my regular refund on Feb 28th, but still waiting on CTC. After reading through all these responses, I'm feeling a bit more reassured that it's normal to be in different batches. Going to check my account transcript tomorrow for any TC 766 codes like @Melissa Lin mentioned. It's frustrating not knowing which wave you're in, but sounds like most people are getting theirs within the expected timeframes. Thanks everyone for sharing your experiences - this thread has been super helpful!
I have a 570 code right now too. From March 1st. Been waiting three weeks. No letter yet. Checking transcript daily. Called IRS twice. No help. They just say wait. My refund was supposed to pay my property taxes. Now I'm worried. Hope yours resolves faster than mine.
I'm dealing with a 570 code too - mine showed up on 2/28 and I'm still waiting. What's really frustrating is that the IRS website says to expect 16 weeks for amended returns, but I've seen people wait 6+ months. The uncertainty is the worst part! I'd suggest setting up informed delivery with USPS so you don't miss any notices they send. At least that way you'll know immediately when correspondence is coming. Also, try calling the practitioner priority line if you know any tax professionals - sometimes they have better luck getting through than regular taxpayers. Hang in there!
I'm in the exact same boat! Got my 570 code on 3/5 and have been refreshing my transcript way too often. The waiting is killing me - I keep reading horror stories about people waiting 8+ months. Did you amend for missing income too? I'm wondering if certain types of amendments get processed faster than others. The informed delivery tip is gold - just signed up and already feeling a bit more in control of the situation. Thanks for sharing that!
Success story here! My return was in the errors department for EXACTLY the same reason. ⢠Filed on February 2nd with unemployment income reported ⢠Return went to errors department around February 15th ⢠No communication from IRS during this time ⢠Transcript updated on March 9th showing processing complete ⢠Refund deposited on March 14th The key is patience. They're just verifying the information against state records. Unless they contact you specifically asking for something, there's nothing you need to do except wait.
Thanks for sharing your experience! I'm dealing with the same situation right now - my return has been in the errors department for about 10 days due to unemployment compensation reporting. It's reassuring to hear from so many people who've been through this process. The IRS agent I spoke with mentioned it could take 2-4 weeks, which aligns with what others are saying here. I'm trying to stay patient and avoid the temptation to call every day for updates. Has anyone found that checking the transcript daily actually shows meaningful progress, or does it just update all at once when the review is complete?
Kevin Bell
Check your wage and income transcript too. Sometimes employers report different numbers than what you put on your return
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Emma Johnson
Code 570 with 971 typically means the IRS is doing a compliance review on your return, likely because of the Earned Income Credit claim. Since your AGI is $11,786 with self-employment income of $2,793, they're probably verifying your eligibility for the EIC amount. The good news is your math checks out - $427 SE tax minus $961 EIC minus $46.65 other credit = $580.65 refund. Just keep checking your transcript weekly for updates. The review usually takes 6-10 weeks from the processing date (March 20), so you should see movement by late May/early June if everything verifies correctly.
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