S-corp election · VT

Vermont S-Corporation Election

By Edmond Hui · Facts verified July 29, 2026 against primary state sources

Edmond Hui

Edmond Hui · Founder, MyStateLLC

Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.

Vermont follows the federal S election. Filing IRS Form 2553 is enough — there is no separate Vermont election form. Vermont is one of 43 states that follow the federal election with no state form of their own.
State treatmentFollows the federal election
Separate state formNot required
State corporate income taxYes

Does Vermont recognize the federal S election?

State treatment of the S election

Follows the federal electionYes
Separate state election formNone required
State returnBI-471 (Vermont Business Income Tax Return) with Schedule BI-473 (S-Corporation/Partnership shareholder schedule). Nonresident shareholder withholding is remitted on Form WH-435; a composite return on behalf of nonresident owners may be elected or required.

No separate state election to file: the federal election on IRS Form 2553 carries over. That is the election only — the corporation still files BI-471. Of the 50 states, 43 follow the federal election with no state form of their own, and 1 more — New York recognizes S status but requires an election of its own as well.

What an S corporation still owes Vermont

Vermont recognizes the federal S election (no separate state election form). S corporations file Form BI-471 and owe a minimum entity tax of $250, paid with BI-471 (or the resident-owners-only Form BI-476). Income passes through to shareholders; the entity must make nonresident shareholder estimated withholding payments (Form WH-435) and may file a composite return for nonresident owners (mandatory if more than 50 nonresident owners).

Franchise or gross-receipts tax

Vermont has no separate corporate franchise tax. Instead, all active C corporations owe a minimum corporate income tax that scales with Vermont gross receipts: less than $500K = $100; $500K-$1M = $500; $1M-$5M = $2,000; $5M-$300M = $6,000; over $300M = $100,000. A small farm corporation's minimum is $75 (32 V.S.A. § 5832(2)(A)). This minimum is the floor on the C-corp (CO-411) liability. Pass-through entities (S corps/partnerships/LLCs filing BI-471) instead owe a flat $250 minimum entity tax.

Vermont corporation vs Vermont LLC

State filing charges only. Corporate income tax and franchise tax are excluded because both depend on income or net worth, so no flat figure exists for either entity.

 CorporationLLC
Formation filing fee$155$155
Report cadenceEvery yearEvery year
Report fee$60$45
Entity-level tax on the LLC sideMinimum Business Entity Tax

Both entities cost $155 to file in Vermont, so the filing fee is not a reason to pick one over the other.

Full Vermont LLC cost breakdown · LLC vs C-corp explained · LLC vs S-corp explained

How Vermont compares

State treatment of the federal S electionStates
Follows the federal election, no state form needed43
No corporate income tax, so no state election exists4
Has a corporate income tax and does not follow the election — the corporation is taxed like a C corporation2
Follow the election but still impose some entity-level tax on the S corporation — California, Illinois, New York, Massachusetts and Delaware among them
Require a separate state election form as well1

Compare all 50 states · LLC vs S-corp · S-corp salary and savings calculator

Frequently Asked Questions

Where these numbers come from

This page covers how Vermont treats the federal S-corporation election and what an S corporation still owes the state. Every figure was checked against Vermont's own published sources on July 29, 2026— the state business filing agency's fee schedule, the governing statute, and where a state tax applies, the state Department of Revenue. Commercial formation-service pages were used as leads only and are never cited. Anything the review could not confirm from an official source is left blank on this page rather than filled with an estimate.

Corporate income tax and franchise tax are quoted as the state publishes them, as rate schedules and thresholds, and are excluded from every dollar total here. They depend on income or net worth, so there is no flat figure that would be true for every corporation.