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Title 26 — Internal Revenue CodeRelease 119-73

§6037 Return of S corporation

Title 26 › Subtitle Subtitle F— - Procedure and Administration › Chapter CHAPTER 61— - INFORMATION AND RETURNS › Subchapter Subchapter A— - Returns and Records › Part PART III— - INFORMATION RETURNS › Subpart Subpart A— - Information Concerning Persons Subject to Special Provisions › § 6037

Last updated Apr 6, 2026|Official source

Summary

S corporations must file a yearly tax return that lists their income and allowed deductions, the names and addresses of everyone who owned stock at any time in the year, how many shares each person owned during the year, any money or property given to each shareholder and the dates, and each shareholder’s share of each item. A return filed this way counts as a corporate return under section 6012 for the rules in chapter 66. The corporation must give each person who was a shareholder during the year a copy of the required information on or before the day the corporate return is filed. Shareholders must report S-corporation items the same way on their own tax returns as on the corporate return. If a shareholder’s report might not match the corporate return, or if the corporation did not file, the shareholder must send a statement to the IRS saying so. A shareholder is treated as following the rule if they show the item matches the schedule the corporation gave them and choose to use that rule. “Subchapter S item” — an item that rules say is decided at the corporation level. Negligent failures can lead to extra tax under the penalty rules in chapter 68.

Full Legal Text

Title 26, §6037

Internal Revenue Code — Source: USLM XML via OLRC

(a)Every S corporation shall make a return for each taxable year, stating specifically the items of its gross income and the deductions allowable by subtitle A, the names and addresses of all persons owning stock in the corporation at any time during the taxable year, the number of shares of stock owned by each shareholder at all times during the taxable year, the amount of money and other property distributed by the corporation during the taxable year to each shareholder, the date of each such distribution, each shareholder’s pro rata share of each item of the corporation for the taxable year, and such other information, for the purpose of carrying out the provisions of subchapter S of chapter 1, as the Secretary may by forms and regulations prescribe. Any return filed pursuant to this section shall, for purposes of chapter 66 (relating to limitations), be treated as a return filed by the corporation under section 6012.
(b)Each S corporation required to file a return under subsection (a) for any taxable year shall (on or before the day on which the return for such taxable year was filed) furnish to each person who is a shareholder at any time during such taxable year a copy of such information shown on such return as may be required by regulations.
(c)(1)A shareholder of an S corporation shall, on such shareholder’s return, treat a subchapter S item in a manner which is consistent with the treatment of such item on the corporate return.
(2)(A)In the case of any subchapter S item, if—
(i)(I)the corporation has filed a return but the shareholder’s treatment on his return is (or may be) inconsistent with the treatment of the item on the corporate return, or
(II)the corporation has not filed a return, and
(ii)the shareholder files with the Secretary a statement identifying the inconsistency,
(B)A shareholder shall be treated as having complied with clause (ii) of subparagraph (A) with respect to a subchapter S item if the shareholder—
(i)demonstrates to the satisfaction of the Secretary that the treatment of the subchapter S item on the shareholder’s return is consistent with the treatment of the item on the schedule furnished to the shareholder by the corporation, and
(ii)elects to have this paragraph apply with respect to that item.
(3)In any case—
(A)described in subparagraph (A)(i)(I) of paragraph (2), and
(B)in which the shareholder does not comply with subparagraph (A)(ii) of paragraph (2),
(4)For purposes of this subsection, the term “subchapter S item” means any item of an S corporation to the extent that regulations prescribed by the Secretary provide that, for purposes of this subtitle, such item is more appropriately determined at the corporation level than at the shareholder level.
(5)For addition to tax in the case of a shareholder’s negligence in connection with, or disregard of, the requirements of this section, see part II of subchapter A of chapter 68.

Legislative History

Notes & Related Subsidiaries

Editorial Notes

Prior Provisions

A prior section 6037 was renumbered section 6040 of this title.

Amendments

1996—Subsec. (c). Pub. L. 104–188 added subsec. (c). 1984—Pub. L. 98–369 designated existing provisions as subsec. (a) and added subsec. (a) heading and subsec. (b). 1982—Pub. L. 97–354 substituted “S corporation” for “electing small business corporation” in section catchline, substituted “Every S corporation” for “Every electing small business corporation (as defined in section 1371(b))”, and substituted “each shareholder’s pro rata share of each item of the corporation for the taxable year, and such other information” for “and such other information”. 1976—Pub. L. 94–455 substituted “section 1371(b)” for “section 1371(a)(2)” and struck out “or his delegate” after “Secretary”.

Statutory Notes and Related Subsidiaries

Effective Date

of 1996 AmendmentAmendment by Pub. L. 104–188 applicable to taxable years beginning after Dec. 31, 1996, see section 1317(a) of Pub. L. 104–188, set out as a note under section 641 of this title.

Effective Date

of 1984 AmendmentAmendment by Pub. L. 98–369 applicable to taxable years beginning after Dec. 31, 1984, see section 714(q)(5) of Pub. L. 98–369, set out as an

Effective Date

note under section 6034A of this title.

Effective Date

of 1982 AmendmentAmendment by Pub. L. 97–354 applicable to taxable years beginning after Dec. 31, 1982, see section 6(a) of Pub. L. 97–354, set out as an

Effective Date

note under section 1361 of this title.

Effective Date

Section applicable only with respect to taxable years beginning after Dec. 31, 1957, see section 64(e) of Pub. L. 85–866, set out as an

Effective Date

of 1958 Amendment note under section 172 of this title.

Reference

Citations & Metadata

Citation

26 U.S.C. § 6037

Title 26 — Internal Revenue Code

Last Updated

Apr 6, 2026

Release point: 119-73