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Official form guide
Form 1120S‑23 is the U.S. Income Tax Return for S corporations that have built‑in gains or excess passive income subject to the built‑in gains tax. File it with the IRS for the tax year in which the corporation meets those thresholds.
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Form 1120S‑23 is the U.S. Income Tax Return for S corporations that have built‑in gains or excess passive income subject to the built‑in gains tax. File it with the IRS for the tax year in which the corporation meets those thresholds.
Plain English
If your S corporation owns assets that appreciated before you elected S status, the IRS may tax the built‑in gains. This form reports those gains and calculates the tax due. It’s only needed when the corporation triggers the built‑in gains rules.
Submission Date
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No built‑in gains
Standard S‑corp return
✓ Verify no assets meet Section 1374 criteria
Corporation dissolved during year
Close‑out filing
✓ Confirm dissolution date before using 1120S‑23
The return is due by the 15th day of the third month after the tax year ends (typically March 15 for calendar‑year filers). An automatic six‑month extension moves the deadline to September 15, but the extension must be filed using Form 7004 before the original due date.
Checklist
Built‑in gains amount
Asset acquisition records · Purchase invoices, prior tax returns
Passive income total
Corporate income statement · Profit & loss statement
Section 1374 worksheet
Completed worksheet · Internal calculations
Signature authority
Officer’s appointment documents · Corporate bylaws
Field map
Entity Info
2 items
Full legal name of the corporation and its Employer Identification Number.
Current mailing address and date of incorporation.
Income
3 items
Total revenue from business operations before deducting costs.
Direct costs attributable to producing goods sold by the corporation.
Gross receipts minus cost of goods sold and returns/allowances.
Deductions
1 items
Sum of all business expenses including compensation, rent, interest, taxes, and depreciation.
Tax
2 items
Total income minus total deductions.
Tax calculated on taxable income using the applicable corporate tax rate, minus any credits.
Signatures
1 items
An authorized corporate officer must sign and date the return.
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Fillable formOpen in Editor->Form 1120S‑23 is currently in its 2024 edition. The IRS has not announced any upcoming changes for the 2025 filing year.
Quick Facts
Downloads
Built‑in gains vs. ordinary gains
Many think all appreciation is taxed
→ Verify Section 1374 applicability
Passive income threshold
25% of gross receipts can be mis‑calculated
→ Re‑calculate using total gross receipts
Form number
Some users look for Form 1120‑S instead
→ Confirm the “‑23” suffix for built‑in gains
Electronic vs. paper filing
Not all corporations are MeF‑eligible
→ Check eligibility before e‑filing
Extension filing
Filing Form 7004 extends the whole return, not just the built‑in gains portion
→ File Form 7004 by original due date
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