In 2005 my husband and I opened a Corporation. There was never any activity on the corporation. In 2008 our accountant dissolved the corporation. The corporation had no property and no bank account. Fast forward to October 2013 when we hired a new accountant and opened a restaurant. Our new accountant had us to file back income tax returns to 2008. We now have a bill from the IRS for over $14000 for penalties and interest. I spoke with our rep at the IRS and she confirmed that our old accountant had in affect did what they were supposed to do and dissolved the corporation.

The new accountant did not call the IRS and confirm that the corporation was dissolved and when they had us to back file the tax returns it opened a big can of worms with the IRS.

The IRS rep told me she needs something showing we did in actually close the corporation. I do not know of anything we have as there was no bank account and no property. She also stated she needs something showing where we in affect re-opened the corporation. I have something from our bank where we added the dba name to a checking account but not the corporation.

We really need help with this.

The IRS rep told me she needs something showing we did in actually close the corporation. I do not know of anything we have as there was no bank account and no property. She also stated she needs something showing where we in affect re-opened the corporation. I have something from our bank where we added the dba name to a checking account but not the corporation.======= >>>>>>One of the last items of business when closing an S-corp is notifying the IRS. When you close the S-corp, indicating that there will be no future tax returns for the company serves as notification to the IRS that the business is closed. In addition to properly marking your final tax returns, you must ensure that final documents are provided to employees and contractors, and that any outstanding tax deposits for the current period are made. There are not enough facts here to answer your liability question. While as a general rule, an S Corp does not owe or pay taxes because the income is passed through to the shareholders, there are exceptions for every rule. It is likely the IRS deems you liable because you were an officer of the entity. That said, if the IRS has assessed a tax deficiency for which you are determined to be liable, they can levy your paychecks and/or your personal/ business bank account. However, the IRS cannot take this action without written notice to you. Usually you will receive a series of notices. A "Final Notice of Intent to Levy and Notice of Your Right to A Hearing" is sent at least 30 days before the IRS begins to exercise a levy. If the IRS has notified you they believe you are liable, now is probably a good time to seek out a tax attorney rather than to waiting for further IRS action So, as signatory of the bank accounts or as an officer /owner/shareholder of the dissolved entity you may be held as a "responsible party" and thus be liable for taxes owed by the S corp. They hold you to be personally liable and can go after your assets and/or accounts. The fact that the entity is dissolved does not relieve you from liability. If there are any other responsible parties, the Service can also go after them.I gues needless to say, you need to keep contacting the IRS/ your accountant for more info in detail on the issue.