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Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Business Law
Satisfied Customers: 118783
Experience:  All corporate law, including non-profits and charitable fraternal organizations.
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I have an SC S CORP that was given birth 1/99, and

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I have an SC S CORP that was given birth 1/99, and was suspended on 7/30/2007 for failure to file SC Tax returns. Not one penney has been earned since it was created. How can the bylaws be changed and converted to a C CORP. The name of the corp isxxx,Inc which is my name, so the name is XXXXX XXXXX a new C CORP just be filed with this name and would that be the easy and cheap way to go.
If your S corp failed to file returns, then before they will allow you to change anything you have to file those returns and bring it back into good standing. As far as conversion to a C-Corp, this is done with a "check the box" on your tax forms where you elect to have C-Corp or S-Corp status and it is a pretty simple thing to do with both the IRS and the state. As far as the bylaws you can amend those in accordance with the bylaws regarding amendments.

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Customer: replied 6 years ago.
Instead of filing the old tax returns and bringing the S-CORP up to date, can a NEW C-CORP be filed and opened with the same name? The name is XXXXX XXXXX to me!
You can try to form a C-corp in another state, but if you try to file in your same state the secretary of state would likely refuse the registration based on the prior suspension.
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