1120-S U. S. Income Tax Return for an S Corporation

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Form

1120-S

Department of the Treasury
Internal Revenue Service

U.S. Income Tax Return for an S Corporation

OMB No. 1545-0123

Do not file this form unless the corporation has filed or
is attaching Form 2553 to elect to be an S corporation.
Go to www.irs.gov/Form1120S for instructions and the latest information.

2023

For calendar year 2023 or tax year beginning
A S election effective date

, 2023, ending

TREASURY/IRS
AND OMB USE
ONLY DRAFT
June 22, 2023
DO NOT FILE

B Business activity code
number (see instructions)

TYPE
OR
PRINT

E Date incorporated

Number, street, and room or suite no. If a P.O. box, see instructions.

City or town, state or province, country, and ZIP or foreign postal code

C Check if Sch. M-3 attached

G
H
I
J

, 20
D Employer identification number

Name

F Total assets (see instructions)

$

Is the corporation electing to be an S corporation beginning with this tax year? See instructions.
Yes
No
Check if: (1)
Final return (2)
Name change (3)
Address change (4)
Amended return (5)
S election termination
Enter the number of shareholders who were shareholders during any part of the tax year . . . . . . . .
Check if corporation: (1)
Aggregated activities for section 465 at-risk purposes (2)
Grouped activities for section 469 passive activity purposes

Tax and Payments

Deductions (see instructions for limitations)

Income

Caution: Include only trade or business income and expenses on lines 1a through 22. See the instructions for more information.

1a
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23a
b
c

c Balance
b Less returns and allowances
Gross receipts or sales
Cost of goods sold (attach Form 1125-A) . . . . . . . . . . . . . . . . . . .
Gross profit. Subtract line 2 from line 1c . . . . . . . . . . . . . . . . . . .
Net gain (loss) from Form 4797, line 17 (attach Form 4797) . . . . . . . . . . . . .
Other income (loss) (see instructions—attach statement) . . . . . . . . . . . . . .
Total income (loss). Add lines 3 through 5 . . . . . . . . . . . . . . . . . .
Compensation of officers (see instructions—attach Form 1125-E) . . . . . . . . . . .
Salaries and wages (less employment credits) . . . . . . . . . . . . . . . . .
Repairs and maintenance . . . . . . . . . . . . . . . . . . . . . . . .
Bad debts
. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taxes and licenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest (see instructions) . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation from Form 4562 not claimed on Form 1125-A or elsewhere on return (attach Form 4562)
Depletion (Do not deduct oil and gas depletion.) . . . . . . . . . . . . . . . .
Advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension, profit-sharing, etc., plans . . . . . . . . . . . . . . . . . . . . .
Employee benefit programs . . . . . . . . . . . . . . . . . . . . . . .
Energy efficient commercial buildings deduction (attach Form 7205) . . . . . . . . . .
Other deductions (attach statement) . . . . . . . . . . . . . . . . . . . .
Total deductions. Add lines 7 through 20
. . . . . . . . . . . . . . . . . .
Ordinary business income (loss). Subtract line 21 from line 6 . . . . . . . . . . . .
Excess net passive income or LIFO recapture tax (see instructions) . . .
23a
Tax from Schedule D (Form 1120-S) . . . . . . . . . . . .
23b
Add lines 23a and 23b (see instructions for additional taxes) . . . . . . . . . . . . .

23c

24a

Current year’s estimated tax payments and preceding year’s overpayment
credited to the current year . . . . . . . . . . . . . . .
24a
Tax deposited with Form 7004 . . . . . . . . . . . . . .
24b
Credit for federal tax paid on fuels (attach Form 4136) . . . . . . .
24c
Elective payment election amount from Form 3800 . . . . . . . .
24d
Add lines 24a through 24d . . . . . . . . . . . . . . . . . . . . . .
Estimated tax penalty (see instructions). Check if Form 2220 is attached . . . . . . . .
Amount owed. If line 24z is smaller than the total of lines 23c and 25, enter amount owed . .
Overpayment. If line 24z is larger than the total of lines 23c and 25, enter amount overpaid . .
Enter amount from line 27: Credited to 2024 estimated tax
Refunded

24z
25
26
27
28

b
c
d
z
25
26
27
28

Sign
Here

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.
.
.

1c
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and
belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.

Signature of officer

Paid
Preparer
Use Only

Print/Type preparer’s name

Date
Preparer’s signature

May the IRS discuss this return
with the preparer shown below?
Yes
No
See instructions.

Title
Date

Firm’s name

PTIN

Firm’s EIN

Firm’s address

For Paperwork Reduction Act Notice, see separate instructions.

Check
if
self-employed

Phone no.
Cat. No. 11510H

Form 1120-S (2023)

Page 2

Form 1120-S (2023)

Schedule B
1

Other Information (see instructions)

a
c
See the instructions and enter the:
a Business activity
Check accounting method:

2
3

Yes No

Cash
b
Accrual
Other (specify)
b Product or service

TREASURY/IRS
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June 22, 2023
DO NOT FILE

At any time during the tax year, was any shareholder of the corporation a disregarded entity, a trust, an estate, or a
nominee or similar person? If “Yes,” attach Schedule B-1, Information on Certain Shareholders of an S Corporation . .
At the end of the tax year, did the corporation:

4
a

Own directly 20% or more, or own, directly or indirectly, 50% or more of the total stock issued and outstanding of any
foreign or domestic corporation? For rules of constructive ownership, see instructions. If “Yes,” complete (i) through (v)
below . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(i) Name of Corporation

b

b

6

(iii) Country of
Incorporation

(iv) Percentage of (v) If Percentage in (iv) Is 100%, Enter the
Stock Owned
Date (if applicable) a Qualified Subchapter
S Subsidiary Election Was Made

Own directly an interest of 20% or more, or own, directly or indirectly, an interest of 50% or more in the profit, loss, or
capital in any foreign or domestic partnership (including an entity treated as a partnership) or in the beneficial interest of a
trust? For rules of constructive ownership, see instructions. If “Yes,” complete (i) through (v) below . . . . . . .
(i) Name of Entity

5a

(ii) Employer
Identification
Number (if any)

(ii) Employer
Identification
Number (if any)

(iii) Type of Entity

(iv) Country of
Organization

(v) Maximum Percentage Owned
in Profit, Loss, or Capital

At the end of the tax year, did the corporation have any outstanding shares of restricted stock? . . . . . . .
If “Yes,” complete lines (i) and (ii) below.
Total shares of restricted stock . . . . . . . . . . .
(i)
(ii) Total shares of non-restricted stock . . . . . . . . . .
At the end of the tax year, did the corporation have any outstanding stock options, warrants, or similar instruments?
If “Yes,” complete lines (i) and (ii) below.
Total shares of stock outstanding at the end of the tax year
. .
(i)
(ii) Total shares of stock outstanding if all instruments were executed

.

.

Has this corporation filed, or is it required to file, Form 8918, Material Advisor Disclosure Statement, to provide
information on any reportable transaction?
. . . . . . . . . . . . . . . . . . . . . . . .
Check this box if the corporation issued publicly offered debt instruments with original issue discount . . . . .

7

If checked, the corporation may have to file Form 8281, Information Return for Publicly Offered Original Issue Discount
Instruments.
8

If the corporation (a) was a C corporation before it elected to be an S corporation or the corporation acquired an asset with a
basis determined by reference to the basis of the asset (or the basis of any other property) in the hands of a C corporation, and
(b) has net unrealized built-in gain in excess of the net recognized built-in gain from prior years, enter the net unrealized built-in
gain reduced by net recognized built-in gain from prior years. See instructions
. . . . . . $

9

Did the corporation have an election under section 163(j) for any real property trade or business or any farming business
in effect during the tax year? See instructions . . . . . . . . . . . . . . . . . . . . . . . .
Does the corporation satisfy one or more of the following? See instructions . . . . . . . . . . . . . .
The corporation owns a pass-through entity with current, or prior year carryover, excess business interest expense.

10
a
b
c
11
a
b

The corporation’s aggregate average annual gross receipts (determined under section 448(c)) for the 3 tax years
preceding the current tax year are more than $29 million and the corporation has business interest expense.
The corporation is a tax shelter and the corporation has business interest expense.
If “Yes,” complete and attach Form 8990, Limitation on Business Interest Expense Under Section 163(j).
Does the corporation satisfy both of the following conditions? . . . . . . . . . . . . . . . . . .
The corporation’s total receipts (see instructions) for the tax year were less than $250,000.
The corporation’s total assets at the end of the tax year were less than $250,000.
If “Yes,” the corporation is not required to complete Schedules L and M-1.
Form 1120-S (2023)

Page 3

Form 1120-S (2023)

Schedule B
12

13
14a
b
15
16

Yes

During the tax year, did the corporation have any non-shareholder debt that was canceled, was forgiven, or had
terms modified so as to reduce the principal amount of the debt? . . . . . . . . . . . . . . . .
If “Yes,” enter the amount of principal reduction . . . . . . . . . . . . . . . $
During the tax year, was a qualified subchapter S subsidiary election terminated or revoked? If “Yes,” see instructions
Did the corporation make any payments in 2023 that would require it to file Form(s) 1099? . . . . . . . . .
If “Yes,” did or will the corporation file required Form(s) 1099?
. . . . . . . . . . . . . . . . .
Is the corporation attaching Form 8996 to certify as a Qualified Opportunity Fund? . . . . . . . . . . .
If “Yes,” enter the amount from Form 8996, line 15 . . . . . . . . . . . . . . $

No

the
.
.
.
.
.

TREASURY/IRS
AND OMB USE
ONLY DRAFT
June 22, 2023
DO NOT FILE

At any time during the tax year, did the corporation: (a) receive (as a reward, award, or payment for property or services);
or (b) sell, exchange, or otherwise dispose of a digital asset (or a financial interest in a digital asset)? See instructions .

Alternative
Minimum Tax
(AMT) Items

International

Credits

Deductions

Income (Loss)

Schedule K

Items Affecting
Shareholder Basis

Other Information (see instructions) (continued)

1
2
3a
b
c
4
5

6
7
8a
b
c
9
10
11
12a
b
c
d
13a
b
c
d
e
f
g
14
15a
b
c
d
e
f
16a
b
c
d
e
f

Shareholders’ Pro Rata Share Items

Ordinary business income (loss) (page 1, line 22) . . . . . . . . . . . . .
Net rental real estate income (loss) (attach Form 8825) . . . . . . . . . . .
Other gross rental income (loss) . . . . . . . . . . . .
3a
Expenses from other rental activities (attach statement)
. . . .
3b
Other net rental income (loss). Subtract line 3b from line 3a . . . . . . . . .
Interest income . . . . . . . . . . . . . . . . . . . . . . .
Dividends: a Ordinary dividends . . . . . . . . . . . . . . . . . .
b Qualified dividends . . . . . . . . . . . .
5b
Royalties . . . . . . . . . . . . . . . . . . . . . . . . .
Net short-term capital gain (loss) (attach Schedule D (Form 1120-S))
. . . . . .
Net long-term capital gain (loss) (attach Schedule D (Form 1120-S)) . . . . . . .
Collectibles (28%) gain (loss) . . . . . . . . . . . . .
8b
8c
Unrecaptured section 1250 gain (attach statement) . . . . . .
Net section 1231 gain (loss) (attach Form 4797) . . . . . . . . . . . . .
Other income (loss) (see instructions) . . . Type:
Section 179 deduction (attach Form 4562) . . . . . . . . . . . . . . .
Charitable contributions . . . . . . . . . . . . . . . . . . . .
Investment interest expense . . . . . . . . . . . . . . . . . . .
Section 59(e)(2) expenditures . . . . . . Type:
Other deductions (see instructions) . . . . Type:
Low-income housing credit (section 42(j)(5)) . . . . . . . . . . . . . .
Low-income housing credit (other) . . . . . . . . . . . . . . . . .
Qualified rehabilitation expenditures (rental real estate) (attach Form 3468, if applicable)
Other rental real estate credits (see instructions) Type:
Other rental credits (see instructions) . . . Type:
Biofuel producer credit (attach Form 6478)
. . . . . . . . . . . . . .
Other credits (see instructions) . . . . . Type:

Attach Schedule K-2 (Form 1120-S), Shareholders’ Pro Rata Share Items—International,
check this box to indicate you are reporting items of international tax relevance . . .
Post-1986 depreciation adjustment . . . . . . . . . . . . . . . . .
Adjusted gain or loss . . . . . . . . . . . . . . . . . . . . .
Depletion (other than oil and gas)
. . . . . . . . . . . . . . . . .
Oil, gas, and geothermal properties—gross income . . . . . . . . . . . .
Oil, gas, and geothermal properties—deductions . . . . . . . . . . . . .
Other AMT items (attach statement) . . . . . . . . . . . . . . . . .
Tax-exempt interest income . . . . . . . . . . . . . . . . . . .
Other tax-exempt income . . . . . . . . . . . . . . . . . . . .
Nondeductible expenses . . . . . . . . . . . . . . . . . . . .
Distributions (attach statement if required) (see instructions) . . . . . . . . .
Repayment of loans from shareholders . . . . . . . . . . . . . . . .
Foreign taxes paid or accrued
. . . . . . . . . . . . . . . . . .

Total amount

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1
2

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3c
4
5a

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6
7
8a

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9
10
11
12a
12b
12c
12d
13a
13b
13c
13d
13e
13f
13g

and
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. .
. .
. .
. .
. .
. .
. .
. .
. .
. .
. .
. .

15a
15b
15c
15d
15e
15f
16a
16b
16c
16d
16e
16f
Form 1120-S (2023)

Page 4

Form 1120-S (2023)

ReconOther
ciliation Information

Schedule K
17a
b
c
d

16
17
18
19
20
21
22
23
24
25
26
27

Total amount

Investment income . . . . . . . . . . . . . . .
Investment expenses . . . . . . . . . . . . . .
Dividend distributions paid from accumulated earnings and profits
Other items and amounts (attach statement)

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17a
17b
17c

TREASURY/IRS
AND OMB USE
ONLY DRAFT
June 22, 2023
DO NOT FILE

18

Schedule L
1
2a
b
3
4
5
6
7
8
9
10a
b
11a
b
12
13a
b
14
15

Shareholders’ Pro Rata Share Items (continued)

Income (loss) reconciliation. Combine the total amounts on lines 1 through 10. From the result,
subtract the sum of the amounts on lines 11 through 12d and 16f . . . . . . . . .

Balance Sheets per Books

Assets
Cash . . . . . . . . . . . . .
Trade notes and accounts receivable . . .
Less allowance for bad debts . . . . . .
Inventories
. . . . . . . . . . .
U.S. government obligations . . . . . .
Tax-exempt securities (see instructions) . .
Other current assets (attach statement) . . .
Loans to shareholders . . . . . . . .
Mortgage and real estate loans . . . . .
Other investments (attach statement) . . .
Buildings and other depreciable assets . . .
Less accumulated depreciation . . . . .
Depletable assets . . . . . . . . .
Less accumulated depletion . . . . . .
Land (net of any amortization) . . . . . .
Intangible assets (amortizable only) . . . .
Less accumulated amortization . . . . .
Other assets (attach statement) . . . . .
Total assets . . . . . . . . . . .
Liabilities and Shareholders’ Equity
Accounts payable . . . . . . . . .
Mortgages, notes, bonds payable in less than 1 year
Other current liabilities (attach statement) . .
Loans from shareholders . . . . . . .
Mortgages, notes, bonds payable in 1 year or more
Other liabilities (attach statement) . . . .
Capital stock . . . . . . . . . . .
Additional paid-in capital . . . . . . .
Retained earnings . . . . . . . . .
Adjustments to shareholders’ equity (attach statement)
Less cost of treasury stock . . . . . .
Total liabilities and shareholders’ equity
. .

Beginning of tax year

(a)

18

End of tax year

(b)

(c)

(

)

(

)

(

)

(

)

(

)

(

)

(

)

(

)

(

)

(

(d)

)
Form 1120-S (2023)

Page 5

Form 1120-S (2023)

Schedule M-1

Reconciliation of Income (Loss) per Books With Income (Loss) per Return
Note: The corporation may be required to file Schedule M-3. See instructions.

1

Net income (loss) per books

2

Income included on Schedule K, lines 1, 2,
3c, 4, 5a, 6, 7, 8a, 9, and 10, not recorded
on books this year (itemize):

3

.

.

.

.

5

Income recorded on books this year
not included on Schedule K, lines 1
through 10 (itemize):
a

Tax-exempt interest $

TREASURY/IRS
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DO NOT FILE
6

a

Expenses recorded on books this year
not included on Schedule K, lines 1
through 12, and 16f (itemize):
Depreciation $

b

Travel and entertainment $

7

Add lines 5 and 6 .

8

Income (loss) (Schedule K, line 18).
Subtract line 7 from line 4 . . . .

4

Add lines 1 through 3

Schedule M-2

.

.

.

.

.

Deductions included on Schedule K,
lines 1 through 12, and 16f, not charged
against book income this year (itemize):
Depreciation $

a

.

.

.

.

.

.

.

Analysis of Accumulated Adjustments Account, Shareholders’ Undistributed Taxable Income
Previously Taxed, Accumulated Earnings and Profits, and Other Adjustments Account
(see instructions)
(a) Accumulated
adjustments account

1
2
3
4
5
6
7

Balance at beginning of tax year . .
Ordinary income from page 1, line 22
Other additions . . . . . . .
Loss from page 1, line 22 . . . .
Other reductions
. . . . . .
Combine lines 1 through 5 . . . .
Distributions . . . . . . . .

8

Balance at end of tax year. Subtract line 7 from
line 6 . . . . . . . . . . . . . .

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. (
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(b) Shareholders’
undistributed taxable
income previously taxed

)
)

(c) Accumulated
earnings and profits

(d) Other adjustments
account

(

)

Form 1120-S (2023)