Who this is for
- S corporations, C corporations and partnerships whose return includes Schedule L
- Owners and bookkeepers whose books are cash-basis, a spreadsheet, or have no balance sheet
Not covered here
- Finding why a balance sheet will not balance or tie to last year's return
- Schedules M-1, M-2 and M-3 line by line, and shareholder or partner basis
- State returns
Does my 1120-S, 1120 or 1065 need a Schedule L balance sheet?
Yes, unless the return meets a small-filer test. Form 1120-S, Form 1120 and Form 1065 each include Schedule L, "Balance Sheets per Books." A corporation with total receipts and year-end total assets both under $250,000 answers Yes on the return and skips it. A partnership needs receipts under $250,000, assets under $1,000,000, K-1s filed and furnished by the return's due date including extensions, and no Schedule M-3 filed or required. Every other filer completes Schedule L, and it should agree with the books (Form 1120-S instructions).
The return does not create a balance sheet: Schedule L copies the one in your books. A business with only a profit-and-loss report or a bank-statement spreadsheet has to build that balance sheet first.
A sole proprietor, or a single-member LLC that has not elected corporate tax, usually reports on the owner's own return and has no Schedule L. See which returns your business files.
The case is simple when the books balance, agree with the bank at year end, and start from last year's filed ending balances. It needs professional judgment when:
- The books are cash-basis, single-entry or a spreadsheet with no balance sheet.
- A preparer has quoted extra to "build the balance sheet", or you are not sure what the quote covers.
- The opening balances differ from last year's filed Schedule L.
- Owner loans, contributions and distributions are mixed together.
- Earlier years are also missing, or the return is already late.
- Year-end assets reach $10,000,000, or an S election ended during the year.
Gather these first: year-end bank, card and loan statements; the equipment list with depreciation to date; last year's filed return with its Schedule L and K-1s; and what each owner put in and took out during the year.
Who can skip Schedule L, and what else do they skip?
A filer skips Schedule L only by answering Yes to its return's own question, and every condition must be true. "Under" means less than: a return at exactly the limit does not qualify. Schedule M-1 reconciles book income to the income on the return.
| Return | Question to answer Yes | All of these must be true | Also skipped |
|---|---|---|---|
| Form 1120-S | Schedule B, question 11 | Total receipts under $250,000; year-end total assets under $250,000 | Schedule M-1 only. Schedule M-2 is not excused. |
| Form 1120 | Schedule K, question 13 | Total receipts (page 1, line 1a plus lines 4 through 10) and year-end total assets under $250,000 | Schedules M-1 and M-2. Enter total cash distributions and the book value of property distributions on the question line instead. |
| Form 1065 | Schedule B, question 4 | Total receipts under $250,000; year-end total assets under $1,000,000; K-1s filed with the return and furnished to partners by the due date, including extensions; no Schedule M-3 filed or required | Schedules M-1 and M-2, item F on page 1, and item L on each K-1 |
Sources: Form 1120-S, Form 1120 and Form 1065.
Total receipts is gross, not profit. On Form 1120-S it is gross receipts or sales, all other income, and the income or net gain reported on Schedule K and Form 8825, such as gross rents, interest, dividends, royalties and gains (Form 1120-S instructions). A business with modest sales but large rents or gains can fail the receipts test. The Form 1065 instructions define total assets as the amount reported in item F. For a corporation, use the same basis: year-end total assets under the accounting method the books regularly use (item F; item D on Form 1120).
An S corporation that skips Schedule L still enters item F from its books.
Does the IRS require CPA-prepared, reviewed or audited financial statements?
No. The Schedule L instructions for Form 1120-S, Form 1120 and Form 1065 ask that Schedule L agree with the books and records. They name no audit, review or compilation requirement (Form 1120-S, Form 1120 and Form 1065 instructions).
A bank, investor or buyer can ask for reviewed or CPA-prepared statements. That request comes from them, not from the return. See statements a bank wants for a loan.
What does "balance sheet per books" mean?
"Per books" means the balance sheet the filing entity's own books and records show at the start and end of the tax year, not a figure worked out for the return. The instructions say it should agree with the books and records, and total assets follow the accounting method the books regularly use (Form 1120-S instructions). The entity is the S corporation, C corporation or partnership itself, not its owners' personal accounts.
Differences between book income and the return are reconciled on Schedule M-1, not by changing Schedule L. A partnership attaches a statement explaining any difference between its Schedule L and its books (Form 1065 instructions).
Can I complete Schedule L with cash-basis books or a spreadsheet?
Often yes, if the records can produce a balance sheet. The Schedule L instructions do not require accrual books or particular software: Schedule L follows the books, and total assets follow the method the books regularly use. Under the cash method, income generally counts when actually or constructively received (credited to your account or made available to you) and expenses when paid, except that a cost paid in advance generally counts only in the year it applies to (Publication 538). A cash-basis balance sheet therefore usually shows no receivables or payables, though cash credited at year end and costs paid in advance can belong on it. Cash and owners' equity are always there, along with any equipment and loans. Whether your business may use the cash method for tax at all is a separate question: see cash books and an accrual return and cash or accrual for a small business.
The usual gap is a spreadsheet that lists only income and expenses. A single-entry system is built on the income statement. A double-entry system keeps asset, liability and net-worth accounts and is self-balancing (Publication 583). A year-end set is two reports from the same reconciled books: the profit and loss for the year and the balance sheet on the last day. Schedule L needs the second; for the closing routine, see the year-end close checklist. To build the balance sheet from income-and-expense records:
- Take the opening balances from last year's filed Schedule L, or from last year's year-end balances in the books if that return skipped it. A new entity has no prior return to copy: start from the owners' first contributions and the opening bank balance, and see opening balance equity if software parked them in a catch-all account.
- Set cash from the year-end bank statements, after reconciling each account.
- Set loans and card balances from the lenders' year-end statements.
- Set equipment and depreciation to date from the asset list.
- Add every other asset and liability the books' method recognizes, such as inventory, receivables, payables, deposits, prepayments and taxes owed, each agreed to its records.
- Roll equity forward from the opening balance with owner contributions, net income per books and distributions. See retained earnings that don't match last year's return for the roll-forward and how to find a gap.
- Check that total assets minus total liabilities equals that ending equity.
If step 7 is off, check every asset, liability and equity balance against its records before filing. A forced entry to retained earnings only hides it. For a balance sheet that will not balance, see S corporation balance sheet not balancing. If months or years have no records at all, see rebuilding books from bank statements.
What goes in each part of Schedule L?
Schedule L lists assets, liabilities, and owners' equity, each at the start and end of the year. These are the main lines on Form 1120-S and Form 1065.
| Part | Form 1120-S line | Form 1065 line | What the books supply |
|---|---|---|---|
| Cash | 1 | 1 | Bank balances, agreed to year-end statements |
| Receivables, inventory | 2a–3 | 2a–3 | Amounts customers owe and goods held for sale |
| Loans to owners | 7 (shareholders) | 7a (partners or related persons) | Money the business lent to owners |
| Equipment, less accumulated depreciation | 10a–10b | 9a–9b | Cost less depreciation to date |
| Total assets | 15 | 14 | Sum of all assets; also the page 1 total-assets item |
| Payables, short-term notes, other current liabilities | 16–18 | 15–17 | Bills and debts due within a year; a partnership's nonrecourse loans go on line 18 instead |
| Loans from owners | 19 (shareholders) | 19a (partners or related persons) | Money owners lent to the business |
| Longer-term debt | 20 | 19b | Mortgages, notes and bonds due in a year or more |
| Nonrecourse loans | none | 18 | All of a partnership's nonrecourse loans, however long they run: debts for which no partner bears the economic risk of loss |
| Capital stock, paid-in capital | 22–23 | none | What shareholders paid in for stock |
| Retained earnings | 24 | none | Accumulated book profit, less distributions |
| Partners' capital accounts | none | 21 | Each partner's capital, in total |
| Total liabilities and equity | 27 | 22 | Equals total assets |
Form 1120 uses the 1120-S lines through line 21. After that it splits capital stock into preferred and common (line 22) and retained earnings into appropriated (line 24) and unappropriated (line 25), and total liabilities and shareholders' equity is line 28. Distributions have no line of their own: in the books they reduce retained earnings or partners' capital. See recording S corporation distributions.
Which Schedule L figures must tie to the rest of the return?
Total assets, owner loans and the opening column must agree with other parts of the return or last year's.
| Schedule L figure | Must agree with |
|---|---|
| Year-end total assets (column (d): line 15 on Forms 1120-S and 1120, line 14 on Form 1065) | Item F on page 1 of Form 1120-S and item D on Form 1120: the instructions say to enter the Schedule L total there. On Form 1065, item F is year-end total assets by the books' accounting method, so the two should match. |
| Loans from shareholders, Form 1120-S line 19 | The shareholder-loan amounts on the K-1s, which should generally reconcile to the line. Corporate debt on which the shareholder is a co-borrower or guarantor, and intercompany debt, are left out of the K-1 amounts. |
| Beginning-of-year column | Last year's ending column. The Form 1065 instructions and the corporate Schedule M-3 instructions say beginning total assets generally must equal last year's ending total, with a statement explaining any difference. The Form 1120-S and 1120 instructions state no separate rule outside Schedule M-3, so treat a mismatch as something to explain. |
| Partners' capital accounts, Form 1065 line 21 | The partners' tax-basis capital accounts on Schedule M-2 and the K-1s, but only if Schedule L is on a tax basis: attach a statement reconciling any difference. No reconciliation is required if Schedule L is not on a tax basis. |
| Retained earnings, Form 1120 line 25 | Schedule M-2 on Form 1120, which analyzes unappropriated retained earnings |
On Form 1120-S, Schedule M-2 tracks the accumulated adjustments account, a tax account. It is not the same as book retained earnings on Schedule L, and the two can differ. Sources: Form 1120-S instructions, Form 1065 instructions, Form 1120.
If the opening balances or retained earnings do not match last year, see retained earnings that don't match last year's return. For owner loans on the balance sheet, see loans to shareholders on the balance sheet.
What changes for a partnership, foreign-currency books or Schedule M-3?
A partnership shows partners' capital accounts instead of stock and retained earnings, a partnership with foreign-currency books reports in US dollars, and at Schedule M-3 size the rules depend on what financial statements exist.
- Partnership. Equity is partners' capital accounts (line 21), not stock and retained earnings. Loans from partners go on line 19a. Assets cannot be reduced by liabilities or shown as a negative amount (Form 1065 instructions). See partner capital accounts.
- Foreign-currency books. A partnership generally reports Schedule L in US dollars, translating its books under US generally accepted accounting principles. If it or a qualified business unit uses the US dollar approximate separate transactions method, Schedule L instead shows the tax balance sheet translated under Regulations section 1.985-3(d) (Form 1065 instructions). The corporate instructions give no separate translation rule for Schedule L.
- Schedule M-3. An S corporation with $10,000,000 or more of total assets on the last day of the year must file Schedule M-3 (Form 1120-S instructions), a C corporation at $10,000,000 (Form 1120 instructions), and a partnership at $10,000,000 of assets or $35,000,000 of receipts, among other triggers (Form 1065 instructions). To test the asset trigger, total assets are measured on an overall accrual method unless the return uses the overall cash method and no includible entity prepares, or is included in, accrual financial statements. A filer of Schedule M-3 must show non-tax-basis amounts on Schedule L if it prepared non-tax-basis financial statements for any purpose, and statements prepared for and presented to management, creditors, owners, regulators or other third parties count (Schedule M-3 instructions for Form 1120-S, Form 1120 and Form 1065). Which statements exist decides what Schedule L shows, so this is a case for corporate tax help.
What if I have no balance sheet at filing time, or my preparer quotes to build one?
If Schedule L is required, the return needs it. A return that does not show all the information required can draw a late-filing penalty, and reasonable cause can excuse it (Form 1120-S instructions, Form 1065 instructions). For an S corporation it is $260 per shareholder for each month or part of a month, up to 12 months. For a partnership it is $260 per partner, up to 12 months. The amounts are adjusted each year (Rev. Proc. 2025-32); these are for the tax year shown on this page, and a return for an earlier year may carry a lower amount. If an S corporation owes tax, a further penalty based on the unpaid tax is added for a late return (Form 1120-S instructions). A Form 1120 filer faces only that kind of penalty, a percentage of unpaid tax for a late return; see late filing and payment penalties.
Form 7004 moves the filing date, generally by six months. It does not extend the time to pay any tax due (Form 7004 instructions). Use the time to build the balance sheet, not to skip it:
- Check the small-filer test above. If it applies, there is no Schedule L to build.
- If it does not and you need more time, file Form 7004 by the regular due date. For a calendar-year filer that is March 15 for an S corporation, March 15 for a partnership and April 15 of the following year for a C corporation.
- Rebuild the year-end balances from the bank and loan statements and last year's filed return, using the steps above.
- File with a Schedule L that agrees with the books.
Before you accept a quote to "build the balance sheet", ask what it covers: only the schedule, or also the reconciled books under it. Schedule L only reports what the books hold, so missing months, many accounts and loans, opening balances that must be rebuilt from last year's return, and missing earlier years all add work. See what catch-up bookkeeping costs.
Example
These examples are illustrative and use US dollars.
An S corporation under both limits
An S corporation has $180,000 of total receipts and $90,000 of year-end total assets. Both are under $250,000, so it answers Yes to Schedule B, question 11 and skips Schedules L and M-1. It still enters $90,000 in item F from its books, and the form does not excuse Schedule M-2.
The same corporation grows
The next year receipts reach $320,000 and year-end assets are $60,000. Receipts pass $250,000, so question 11 is No and the corporation completes Schedules L and M-1 from its books. Last year's return had no Schedule L to copy, so the opening column comes from the year-end balances in the books: total assets of $90,000 at the start and $60,000 at the end. Keeping year-end balances every year, even in a year that skips the schedule, is what makes this year possible.
A two-member LLC taxed as a partnership
An LLC taxed as a partnership has $200,000 of receipts and $1,200,000 of rental assets. Receipts are under $250,000, but assets are not under $1,000,000, so question 4 is No. It completes Schedules L, M-1 and M-2 and item F, with total assets on line 14 and the members' capital on line 21.
Different for you?
- Your books are a spreadsheet or cash-basis, the opening balances do not match last year's return, owner loans and distributions are tangled, or a preparer quoted to build the balance sheet: the choice is whether to rebuild the year-end balances from bank records and the filed return or to fix the books first, and whether you need Form 7004 to get the time. Get the return and the books looked at together through corporate tax help and bookkeeping help.
- The balance sheet will not balance: see S corporation balance sheet not balancing.
- Owners lent money to the business or took money out as loans: see loans to shareholders on the balance sheet and shareholder loans to an S corporation.
- Your books are months or years behind: see catching up on overdue books. If returns are also unfiled, see catching up on unfiled business returns.
- The return is late or a penalty notice arrived: see late filing and payment penalties.
- A partnership never tracked capital accounts: see rebuilding partnership capital accounts.
- The S election ended during the year: the year-end balance sheet generally follows the books at the end of the C short year. If the shareholders elected under section 1362(e)(3) to assign items to each short year under normal tax accounting rules, it follows the books at the end of the S short year (Form 1120-S instructions). That election needs the consent of everyone who was a shareholder during the S short year and of everyone who is a shareholder on the first day of the C short year, and its statement is filed with the C short year return (Regulations section 1.1362-6). See corporate tax help.
- Assets reach the Schedule M-3 level: Schedule L may have to show non-tax-basis amounts, depending on which financial statements exist. See corporate tax help.
- A foreign person owns the US company, or it files Form 5472 with a pro forma Form 1120: see bookkeeping for a foreign-owned US company and what your preparer needs for a foreign-owned corporation, or corporate tax help.
- You need to know which reports to pull from the books: see books to the business tax return and S corporation bookkeeping.
Figures on this page
| Figure | Value | Source |
|---|---|---|
| Form 1120-S Schedule B question 11: limit for skipping Schedules L and M-1 Both total receipts and year-end total assets must be less than this amount. Latest final Form 1120-S is for tax year 2025. | $250,000 Tax year 2025 | IRS: Form 1120-S Checked |
| Form 1065 Schedule B question 4: total receipts limit for skipping Schedules L, M-1 and M-2 Total receipts must be less than this amount. The partnership must also have year-end total assets under the asset limit, file and furnish Schedules K-1 on time, and not file or be required to file Schedule M-3. Latest final Form 1065 is for tax year 2025. | $250,000 Tax year 2025 | IRS: Form 1065 Checked |
| Form 1065 Schedule B question 4: total assets limit for skipping Schedules L, M-1 and M-2 Total assets at the end of the tax year must be less than this amount (the form says $1 million). Latest final Form 1065 is for tax year 2025. | $1,000,000 Tax year 2025 | IRS: Form 1065 Checked |
| Form 1120-S year-end total assets requiring Schedule M-3 Total assets on the last day of the tax year; a filer under $50 million may complete Schedule M-3 only through Part I and Schedule M-1. Latest final Form 1120-S instructions are for tax year 2025. | $10,000,000 Tax year 2025 | IRS: Instructions for Form 1120-S Checked |
| Form 1120 test for skipping Schedules L, M-1 and M-2 Both total receipts (page 1, line 1a plus lines 4 through 10) and year-end total assets must be less than this amount; Schedule K, question 13. Latest final Form 1120 and instructions are for tax year 2025. | $250,000 Tax year 2025 | IRS: Instructions for Form 1120 Checked |
| Year-end total assets requiring Schedule M-3 Nonconsolidated or consolidated total assets on the last day of the tax year. Partial completion relief may allow Schedule M-1. Latest final Form 1120 instructions are tax year 2025. | $10,000,000 Tax year 2025 | IRS: Instructions for Form 1120 Checked |
| Form 1065 year-end assets requiring Schedule M-3 Applies to total assets on Schedule L, line 14, column (d), or to adjusted total assets as the Schedule M-3 instructions define them. Latest final Form 1065 instructions are for tax year 2025. | $10,000,000 Tax year 2025 | IRS: Instructions for Form 1065 Checked |
| Form 1065 total receipts requiring Schedule M-3 Total receipts as defined for Schedule B, question 4. Latest final Form 1065 instructions are for tax year 2025. | $35,000,000 Tax year 2025 | IRS: Instructions for Form 1065 Checked |
| Federal late Form 1120-S penalty per shareholder per month for returns due in 2027 Per shareholder at any time in the tax year, per month or partial month, for up to 12 months; rate applies to returns required to be filed in 2027 | $260 Tax year 2026 | IRS: Revenue Procedure 2025-32, section 4.56 Checked |
| Maximum federal late Form 1120-S per-shareholder penalty period Per shareholder per month or part-month; reasonable cause can excuse the failure. | 12 months | IRS: Instructions for Form 1120-S Checked |
| Federal late Form 1065 penalty per partner per month for returns due in 2027 Per partner at any time in the tax year, per month or partial month, for up to 12 months; rate applies to returns required to be filed in 2027 | $260 Tax year 2026 | IRS: Revenue Procedure 2025-32, section 4.55 Checked |
| Maximum months for the section 6698 late partnership return penalty Each month or fraction of a month during which failure continues; reasonable cause and administrative relief may apply. | 12 months | US Code: section 6698(a) Checked |
| Ordinary calendar-year Form 1120-S deadline Following year-end; weekends and legal holidays can shift this date. | March 15 | IRS: Ordinary calendar-year Form 1120-S deadline Checked |
| Form 1065 due date for a calendar-year partnership 15th day of the 3rd month after the tax year ends; a Saturday, Sunday or legal holiday moves it to the next business day. A 6-month extension is available. | March 15 | IRS: Instructions for Form 1065 Checked |
| Calendar-year C corporation Form 1120 due date Generally the 15th day of the fourth month after the tax year; weekends, holidays, and extensions can shift the filing date | April 15 of the following year | IRS: Instructions for Form 1120 Checked |
Primary sources
- IRS: Instructions for Form 1120-S
- IRS: Form 1120-S
- IRS: Instructions for Form 1120
- IRS: Form 1120
- IRS: Instructions for Form 1065
- IRS: Form 1065
- IRS: Instructions for Schedule M-3 (Form 1120)
- IRS: Instructions for Schedule M-3 (Form 1065)
- IRS: Instructions for Schedule M-3 (Form 1120-S)
- eCFR: 26 CFR 1.1362-6, Elections and consents
- IRS: Instructions for Form 7004
- IRS: Publication 583, Starting a Business and Keeping Records
- IRS: Publication 538, Accounting Periods and Methods
- IRS: Revenue Procedure 2025-32
About this guide
Published by Cloud Accounting under standing professional approval. This version has no separately recorded personal review. It explains general rules for the tax year shown. It is not advice for your situation.
Changes
- : First published.