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Just want to add something nobody's mentioned yet. Your sister should check ASAP if annual S-Corp tax returns (Form 1120-S) have been filed properly for all those years. If she's missed filing those returns, the S-Corp election could potentially be terminated, which creates an even bigger mess. Also, most states require annual reports or statements for corporations, sometimes with fees. If those weren't filed, there could be state-level penalties or even administrative dissolution of the corporation. The missing bookkeeping is definitely a problem, but the missed filings could be an even bigger issue with more immediate consequences.
Oh wow, I hadn't even thought about the state filings or the S-Corp election potentially being terminated. She's in California, which I know can be pretty aggressive with business compliance stuff. Would a business attorney be needed alongside an accountant at this point?
California is actually one of the more challenging states for compliance - they have annual franchise tax minimums even for S-Corps with no profit. For California specifically, she'll need to check if the Statement of Information (Form SI-200) has been filed, and whether the $800 minimum franchise tax has been paid each year. At this point, I'd start with a good CPA who specializes in California S-Corps and business tax resolution. They can assess the situation first - a business attorney might be needed later, but accounting issues should be addressed first to understand the full scope of the problem. Most experienced CPAs will have relationships with business attorneys they can bring in if legal issues arise beyond tax compliance.
Something else to consider: How much income are we talking about here? If it's fairly minimal (like under $50k/year), the penalties might be manageable. But if your sister's business has substantial income, the missing "reasonable compensation" could mean significant unpaid payroll taxes. The IRS looks at the nature of the S-Corp's business to determine reasonable salary. If it's a service business where the owner is the primary service provider (like consulting, design, accounting, etc.), they typically expect a higher percentage of income as salary compared to businesses selling products.
This is a really important point. My friend had a similar situation with her graphic design S-Corp and the IRS determined her reasonable salary should have been about 70% of the business profit since she was the only person doing the actual design work. The back payroll taxes and penalties were brutal.
I think there's a simple way to think about this that helped me understand my own pension situation: 1. The RPP amount ($11,200 in your case) is what you personally contributed to your pension plan this year. This reduces your taxable income NOW because it came out of your pocket. 2. The PA amount ($20,000) represents the TOTAL value of pension benefits you earned this year - this includes your contributions, employer contributions, and any additional value if you're in a defined benefit plan. 3. The PA reduces your RRSP room for NEXT year to keep things fair between people with employer pensions and those without. Think of it this way - you get tax benefits now for what you paid, and the PA ensures you don't get an unfair double advantage with RRSP room on top of your pension benefits.
This explanation really helps! I think I was confusing myself by thinking the PA should directly reduce my current income, but it sounds like its purpose is different. So basically, my employer is contributing something like $8,800 to my pension, but that part doesn't show up as a deduction on my income. Instead, the whole $20,000 value reduces my future RRSP room. Does that sound right?
You've got it exactly right! Your employer's contribution and any additional benefit value don't show up as deductions on your current income because you didn't pay that money - your employer did. But the government still wants to account for all that retirement benefit you're receiving. This is why the full $20,000 PA reduces your future RRSP room - it's the government's way of balancing the playing field between different retirement savings vehicles. If they didn't do this, people with employer pensions would effectively get double the tax-advantaged retirement savings compared to those without pensions.
Has anyone else noticed how insanely complicated our tax system is? Like why can't they just make this stuff easier to understand? I've been trying to figure out my pension stuff for 3 years and still get confused every single time I do my taxes.
I know right? I just had an accountant look at mine this year because I gave up trying to understand it all. Cost me $300 but at least I don't have to worry about messing it up anymore.
I'm going against the grain here but you should consider checking if your 1099-B has code "B" in Box 2 for "noncovered security". If so, you might need to do some detective work to figure out the actual acquisition date since the IRS might want more info. Also, CashApp Taxes (formerly Credit Karma Tax) sometimes has issues with complex 1099-B situations. I switched to FreeTaxUSA last year and it handled my employee stock purchase plan way better.
Thanks for this! I just double-checked and there's no code in Box 2, but Box F is checked which I think means it's a covered security? Does that change your advice?
If Box F is checked, that's good news! That means it's a covered security and the basis was reported to the IRS. In that case, you can safely use "Various" for the acquisition date or the merger date itself. Since the cost basis was reported to the IRS, they're much less concerned about the exact acquisition date because they already have the information they need to verify your gain/loss calculation. This is definitely the easier situation to be in compared to noncovered securities.
Has anyone else had issues with CashApp Taxes not accepting "Various" as an option for acquisition date? I'm having the same merger stock issue but the software keeps forcing me to enter a specific date!
Try entering the date of the merger instead. That's what I did last year with a similar issue in TaxAct and it worked fine. For CashApp specifically, sometimes you need to select "I'll enter my own information" rather than using their guided walkthrough.
One thing to consider - are you suing just for the unpaid compensation or also for damages like breach of contract, etc.? The IRS looks at the "origin of the claim" to determine deductibility. In my experience as a freelance consultant, I had to split my legal fees between Schedule C (for recovering unpaid invoices) and Schedule A (for the portion related to punitive damages). This was pre-2018 though, and the rules for miscellaneous itemized deductions have changed with the Tax Cuts and Jobs Act.
Wait, can you still deduct legal fees on Schedule A at all? I thought those miscellaneous deductions were completely eliminated with the 2017 tax law.
You're right about the changes. Prior to 2018, you could deduct certain legal fees as miscellaneous itemized deductions on Schedule A, subject to the 2% AGI limitation. After the Tax Cuts and Jobs Act, most miscellaneous itemized deductions were suspended through 2025. For legal fees now, the best approach is to tie them directly to business income whenever possible so they can be deducted on Schedule C. For a 1099 contractor like the original poster, this should be straightforward since they're suing to collect business income. The key is making sure you can substantiate that the legal expenses are ordinary and necessary business expenses directly related to your self-employment activities.
Don't forget that if you win your case, you'll need to report the entire amount as income (including any portion that goes to your attorney as fees). The Supreme Court decided this in Commissioner v. Banks. But then you deduct the legal fees on Schedule C, effectively only paying tax on what you actually receive.
Giovanni Colombo
One thing nobody's mentioned yet - make sure you're tracking your holding period from the exercise date on Form 3921. If you hold these shares for at least 1 year from exercise date AND 2 years from the option grant date (Box 1), you'll get qualifying disposition treatment when you sell, which is much better tax-wise. If you sell too early, the bargain element becomes ordinary income rather than potentially qualifying for long-term capital gains rates. I learned this the hard way and paid thousands more in taxes than I needed to.
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Fatima Al-Qasimi
ā¢Does the holding period reset if the company does another round of funding? My startup is talking about a Series C next quarter and I'm worried it will mess up my holding period on shares I exercised last year.
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Giovanni Colombo
ā¢No, funding rounds don't reset your holding period. The clock starts ticking from your exercise date (when you purchased the shares) and continues regardless of additional funding rounds or company events. What can affect things is if the company does a reorganization where shares are exchanged for new ones in a different entity - but that's relatively rare and typically happens in acquisitions, not standard funding rounds. Your original exercise date from Form 3921 remains the key date to track for tax purposes.
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StarStrider
I'm using FreeTaxUSA instead of turbotax this year to save some $$. Anyone know how to enter form 3921 info there? Their interface is different and I'm not seeing any specific section for ISO exercises.
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Dylan Campbell
ā¢In FreeTaxUSA, you'll need to look under "Income" and then "Other Income." They don't have a specific ISO section, but you calculate the AMT adjustment manually and enter it in the AMT section under "Adjustments and Preferences" > "Other AMT Adjustments." It's a bit more work than TurboTax but definitely doable.
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