S corporation shareholder basis

An S corporation shareholder can deduct losses only up to stock basis plus debt basis from direct loans to the company; stock basis goes up for income, then down for distributions, nondeductible expenses and losses in that order, and Form 7203 reports it.

Updated 2026-09-23 · 4 sources · By the EnrolledAgentKit team
Exam part
Part 2
Businesses
IRS domain
Business Entities and Considerations
30 of 85 scored Qs
Tax year tested
2025
2026-27 SEE
Practice questions
12
10 free below

The rules the exam tests

Figures for tax year 2025, the year the 2026-27 SEE tests. Verify against the cited primary source.
RuleWhat it says (2025)Source
Stock basis increasesContributions; share of all income incl. tax-exemptIRC 1367(a)(1)
OrderingIncome -> distributions -> nondeductible expenses -> lossesTreas. Reg. 1.1367-1(f)
Debt basisOnly bona fide loans made directly by the shareholder; guarantees do not count until paidTreas. Reg. 1.1366-2
Losses beyond stock basisReduce debt basis; excess suspended indefinitelyIRC 1366(d)
Restoring debt basisNet increases restore debt basis before stock basisIRC 1367(b)(2)(B)
Distributions (no AE&P)Tax-free to stock basis; excess is capital gainIRC 1368(b)
Loan repayment on reduced basisGain on excess (capital if note; ordinary if open account)IRS guidance
Form 7203Required with losses, distributions, dispositions or loan repaymentsForm 7203 instr.
Worked example

Facts: Start of 2025: stock basis $10,000, debt basis $5,000 (direct loan). 2025 K-1: ordinary loss $18,000, tax-exempt interest $1,000; distribution $4,000.

Stock: $10,000 + $1,000 income = $11,000; less $4,000 distribution = $7,000; less loss to $0 ($7,000 used). Debt: remaining $11,000 loss reduces debt basis to $0 ($5,000 used). Deductible loss $12,000; $6,000 suspended.

Exam traps

  • Distributions reduce basis before losses, which can suspend losses.
  • Guarantees create no basis until the shareholder actually pays.
  • Debt basis never absorbs distributions.
  • Tax-exempt income increases basis.

S corporation shareholder basis: 10 free practice questions

S corporation shareholder basis practice questions

Which items increase an S corporation shareholder's stock basis?

Drill every Part 2 topic

The full bank has 300 original Part 2 questions (900 across all parts) weighted to the IRS domains. $149 once, free extension until you pass.

Get all 3 parts - $149

Frequently asked questions

Does a personal guarantee give S corp debt basis?

No. Only loans the shareholder makes directly to the corporation, or payments made on a guarantee, create debt basis.

When is Form 7203 required?

When a shareholder claims a loss or deduction, receives a non-dividend distribution, disposes of stock, or receives a loan repayment.

Sources

  1. IRS - S corporation stock and debt basis (accessed 2026-09-23)
  2. IRS - Instructions for Form 1120-S (2025) (accessed 2026-09-23)
  3. IRS - SEE Part 2 content specifications (Businesses) (accessed 2026-09-23)
  4. IRS - Enrolled agents: Frequently asked questions (accessed 2026-09-23)