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        STATE OF DELAWARE
2016   S Corporation Reconciliation   2016
                                  And
        Shareholders Information Return
                                          INSTRUCTION HIGHLIGHTS
              CALENDAR YEAR 2016AND FISCAL YEAR ENDING2017 TAX YEAR
Section1158(a)ofTitle30ofthe DelawareCoderequiresthateverycorporationthat is an S Corporationfor Federalincome tax purposes
pay on behalf of each non-resident shareholder an amount equal to the highest personal income tax rate set in Section 1102(a) of Title 30
on the amount of the non-resident's share of distributive income apportioned to Delaware. If there is an overpayment of estimatedtaxpaid
on behalf of the non-resident shareholders, the overpayment must be included proportionally in the amount of estimated tax claimed by
the non-resident shareholders upon the filing of their Delaware non-resident personal income tax returns. Overpayments of estimated tax
will not be refunded to the S Corporation.
Federal Schedule K-1 cannot be used in lieu of Delaware Schedule A-1 when filing the S Corporation Reconciliation and Shareholders
Information Return. Delaware Schedule A-1 must be filed for each resident and non-resident shareholder of the S Corporation.
Step by step instructions are provided in this Reconciliation booklet. The Division of Revenue Taxpayer Assistance offices are open in all
three counties to assist you and answer your tax questions. Addresses and telephone numbers are listed below.
A Composite Personal Income Tax Return, Form 200-C (available at the offices listed below), for qualifying   non-resident shareholders
of an S Corporation may be filed in lieu of individual non-resident personal income tax returns if all of the following conditions are met:
1. Non-resident shareholders included in the composite return must be non-residents of the State of Delaware for the full taxable year.
2. Non-resident shareholders included in the composite return must have no income (including spouse's) from sources within the State of
Delaware other than his or her distributive share from the S Corporation.
3. All non-resident shareholders included in the composite return must have the same tax year ending for income tax purposes.
The provisions of the Job Creation and Worker Assistance Act of 2002 which affect the taxable income of a corporation have been
automatically adopted by the Delaware Director of Revenue.
Title 30 of the Delaware Code authorizes five different income tax credits for which an S Corporation may be eligible. The income tax
credits that are available are the Economic Development, Green Industries, Research & Development, Land & Historic Resource
Conservation and Historic Property Preservation. Please see page 6 of this instruction booklet for details concerning the income tax
credits.
Step by step instructions for completing the Delaware S Corporation Reconciliation and Shareholders Information Return are provided in
this booklet. The Division of Revenue is committed to provide quality services to all businesses. To assist, the Division's Office of
Business Taxes  has  created  a  Home  Page  within  the  website  of  the  Delaware  Division  of  Revenue.  The  internet  address  is
www.revenue.delaware.gov.  Select Business Taxpayers from the    Services column. This site contains information for registering your
business, Tax Tips to guide you in filing various business tax returns and the ability to electronically contact a representative of the Office
of BusinessTaxes with your tax questions. A new feature added to this site enables any business whose current Delaware business license
expires on December 31, 2016 to renew their business license for 2017 online and pay their license fee by using a credit card. The
business will have the ability to print a temporary license directly from the website and subsequently be mailed a permanent license. In
addition, any business renewing a license online may also elect a one or three year business license.

                                          LOCATION OF OFFICES
                              TOLL-FREE TELEPHONENUMBER (DELAWARE ONLY)1 - 800 - 292 - 7826

                                                          WILMINGTON
                                                     Division of Revenue
                                                     State Office Building
                                                     820 N. French Street
                                          Wilmington,Delaware 19801
        DOVER                             Telephone:(302)577 - 8205                                          GEORGETOWN
        Division of Revenue                          Fax:(302)577 - 8662                                     Division of Revenue
Thomas Collins Building, Suite 2                                                                         20653 DuPont Blvd, Suite 2
        540 S. DuPont Highway                                                                        Georgetown, Delaware 19947
        Dover,Delaware19901                                                                          Telephone:(302)856 - 5358
Telephone:(302)744 - 1085                                                                                    Fax:(302)856 - 5697
        Fax:(302)744 - 1095



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                               S CORPORATION RECONCILIATION AND
              SHAREHOLDERS INFORMATION RETURN INSTRUCTIONS

                                                    GENERAL INSTRUCTIONS
CORPORATIONS REQUIRED TO FILE RETURNS                                    to exceed 25%) is imposed for failure to pay (in whole or in part) the
Every  S  Corporation  deriving  income  from  sources  within           tax liability shown to be due on a timely filed return.
Delaware is required to file an S Corporation Reconciliation and
Shareholders Information Return (Form 1100S).                            ESTIMATED TAX FILING REQUIREMENTS
The Federal Small Business Job Protection Act amended                    Every  S  Corporation  deriving  income  from  sources  within
Subchapter S of the Internal Revenue Code by revising the manner         Delaware must make estimated payments of personalincome tax on
in  which  Federal  S  Corporations  may organize. The State  of         behalf of its non-resident shareholders based on the non-residents'
Delaware  has issued regulations (Technical         Information          share  of  the  distributive  income  of  the  corporation.  The S
Memorandum  98-2)  to  adopt  the  provisions  of  Sections  1361        Corporation must make an estimate of its distributive income for the
through 1379 of the Regulations to the Internal Revenue Code of          taxable  year  (apportioned  to  Delaware)  and  multiply  it  by  the
1986. A valid election under the rules prescribed by the Internal        percentage of stock owned by the non-resident shareholders. This
Revenue Service by a parent S Corporation to treat a wholly owned        amount is then multiplied by 6.60% to determine the amount of
subsidiary as a QSSS shall be valid for Delaware purposes upon           personal income tax required to be paid by the S Corporation.
making the federal election. Entities carrying on a trade or business    Every S Corporation with non-resident shareholders is required
within Delaware are subject to the provisions of Title 30 of the         to declare the amount of its estimated tax liability and prepay the
Delaware Code and are required to file income tax returns for such       amount of its estimated tax liability in four installments. House Bill
years. An S Corporation which has elected to treat a subsidiary          No. 257, signed July 23, 1997, eliminates the requirement for the S
which is conducting business in Delaware as a QSSS shall be a            Corporation to file and remit estimated tax when the S Corporation's
taxable entity in Delaware and the items of income, deductions and       taxable period is less than 92 calendar days. The declaration, and
apportionment factors of the QSSS shall be included on the income        remittance  equal  to  50%  of  the  S  Corporation's  estimated  tax
tax return of the S Corporation. The QSSS is also subject to the         liability,are due on or before the first day of the fourth month of the
licensing and gross receipts provisions of Title 30 of the Delaware      taxable year. The declaration (Form P-1) is due even if the estimated
Code  with  respect  to  its  business  activities  conducted  within    tax liability is zero and no remittance is required. The remaining
Delaware.                                                                coupons -- P-2, P-3, and P-4 -- are not required to be filed if the
Section 1902(b)(9) of Title 30 of the Delaware Code exempts              estimated  tax liability  remains  at  zero for  the  remainder  of the
from  the  corporation  income  tax  qualified  small  business          taxable year. If the estimated tax liability is greater than zero during
corporations  having  a  valid  election  under  Subchapter  S  of  the  any of the remaining three quarters of the taxable year, quarterly
Federal Internal Revenue Code.                                           estimated tax payments are due according to the following schedule:
If exemption is claimed under this Section, complete Form                20% on the 15th day of the 6th month of the taxable year; 20% on
1100S, S Corporation Reconciliation and Shareholders Information         the 15th day of the 9th month of the taxable year and 10% on the
Return and attach a copy of Federal Form 1120S.                          15th day of the 12th month of the taxable year.
The  State of  Delaware has not adopted by  statute or  by               Failure to make  a declaration or file and pay the required
regulation, the provisions of the Uniform Division of Income Tax         payments of personal income tax will result in a penalty. A penalty
Purposes  Act  nor  is  the State  a  member  of  the  Multistate  Tax   of 1.5% per month is imposed on any underpayment or late payment
Commission. The State of Delaware does not recognize or approve          of estimated taxes from the due date of the estimated payment to the
using Combined Reporting, Unitary or Waters Edge methods of              date the tax was paid. The penalty will not be imposed if the total
filing a Delaware corporate income tax return.                           estimated tax timely paid equals orexceeds80% of the current year's
Consolidated returns are not permitted under Delaware Law.               liability or equals or exceeds 100% of the tax liability of the first
                                                                         preceding taxable year.
PERIOD COVERED BY RETURN                                                 S Corporations whose Delaware taxable income was $200,000
The income year of a corporation is the same as the taxable              or more in any of the last three preceding taxable years must make
year for which the corporation reports for purposes of the Federal       estimated payments equal to 80% of the current year's liability.
income tax. Accordingly, this return is to be filed for the calendar     A program has been established enabling an S Corporation to
year 2016 or fiscal year beginning in 2016 and ending in 2017.           remit estimated tax payments electronically. This program is made
Short period returns are required when there is a change of the          available to all S Corporations on a voluntary basis. The Electronic
annual accounting  period or  where  the  S Corporation  is not  in      Funds Transfer options available to you include:
existence for the entire year. Short period returns are also required
when there is a change of an S election. Chapter 19, Corporation         1. ACH Debit Option: The S Corporation initiates a transaction by
Income Tax, of Title 30 of the Delaware Code does not contain a          contacting  the  State  of  Delaware's  Data  Collector  at  least  one
specific provision for the filing of a short period corporate final      business  day  prior  to  the  due  date  of  the  payment.  This  call
income tax return. Section 1901(7) provides that the “income year”       authorizes  the  State  of  Delaware  to  electronically  transfer  tax
of a corporate taxpayer shall be the taxable year for which a taxpayer   payments  from  the  S  Corporation's  depository  to  the  State's
computes its net income for purposes of the Federal income tax.          depository.
Section 1903 provides that the entire net income of a corporation is     2.  ACH  Credit  Option:  The  S  Corporation initiates an ACH
the amount of its federal taxable income with specific modifications.    transaction through their depository. This ACH transaction will be in
As a result, if a short period Federal return is due, a short period     the Cash Concentration and Disbursement Plus (CCD+) format and
Delaware return is also due for the same tax period. Short period        must  be initiated at least one day  prior to the due date of the
returns of dissolving corporations are due on the first day of the       payment.
fourth month after the end of the short period year.
                                                                         To participate in the EFT program, you  must complete the
PENALTIES AND INTEREST                                                   State of Delaware Electronic Funds Transfer Program, ACH
Returns filed late are subject to a penalty of 5% per month, up          AuthorizationForm. This form and its instructions are available by
toamaximum of 50% of the tax liability due, plus interest of 1/2% per    contacting the Division of Revenue, Electronic Funds Coordinator,
month from the original due date until paid. In addition to the above    Carvel  State  Office  Building,  P.O.  Box  8763,  Wilmington,  DE
penalties and interest, anadditional penalty of 1%per month (not         19899-8763, (302) 577-8231, or by visiting our website.

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WHEN TO FILE AND EXTENSIONS                                              together with  a copy of the amended  Federal return. If the net
File Delaware Form 1100S on or before the 30th day of the                income reported by the taxpayer to the Internal Revenue Service for
third month following the close of the taxable year. A request for       Federal income tax purposes is changed or corrected by the Internal
an  automatic  extension  of  six  months  to  the  Internal  Revenue    Revenue Service, or the tax computed on the return is redetermined
Service will automatically extend by six months the filing date for      by the Internal Revenue Service, notice of such changes, corrections
the Delaware return. If an automatic Federal extension has been          or adjustments must be reported to the Division of Revenue within
granted, a copy of the extension must be attached to the final return    90 days after the final determination by the Internal Revenue Service
when filed.                                                              is made.
An extension of time with payment for filing the Delaware S
Corporation Reconciliation and Shareholders Information Return is        ATTACH COPY OF FEDERAL RETURN
made  by  filing  Voucher  1100P-EXT contained  in  the Delaware         You must attach a copy of your Federal return (Form 1120S)
PAYMENT     OF    PERSONAL INCOME             TAX BY             S       for the income year, including all schedules and exhibits, including
CORPORATIONS coupon booklet on or before the due date of the             Schedule K and K-1, when filing your Delaware return.
original return. Please note that a timely filed extension extends the   A  copy  of  Delaware  Schedule  A-1  from  the  Delaware  S
period for filing a final return but does not extend the period of time  Corporation  Reconciliation  and  Shareholders  Information  Return
for  making  payment.    Payment  of  the  estimated  personal           must be attached to the Delaware personal income tax return when
income  tax  required  to  be  paid  on  behalf  of  its  non-           filed by the respective resident or non-resident shareholder.
resident shareholders must be remitted with the request
for extension.    Section 511 of Title 30 of the Delaware Code           MAGNETIC REPORTING OF FORM 1099 INFORMATION
provides that the Director may grant an extension of time for filing     Any  S corporation  required to report Form  1099-MISC  or
any return and may require a bond not exceeding twice the amount         1099-R information to the Internal Revenue Service on magnetic
of the tax.                                                              media must also report to the Delaware Division of Revenue on
An extension beyond the automatic six month period may be                magnetic media. The duty to report 1099-MISC information to the
requested by letter on or before the due date of the return. A copy of   Division of Revenue applies in the case of Forms 1099-MISC issued
the Division of Revenue Approval Letter must be attached to the          to persons resident in Delaware or to non-residents of Delaware for
final return when filed.                                                 work performed within Delaware. Forms 1099-R are required to be
                                                                         reported to Delaware  in  the case  of any  person  issued  a  Form
NOTICE OF FEDERAL TAX ADJUSTMENT                                         1099-R on which Delaware taxes are reported as withheld. Even
If a taxpayer files an amended Federal income tax return, it is          though Delaware participates in the Combined Federal/ State Filing
required within 90  days to file an amended State of Delaware S          Program, the 1099-MISC and 1009-R forms are required to be filed
Corporation  Reconciliation  and  Shareholders  Information  Return      directly  with  Delaware.  All  others,  including  1099-DIV  and
                                                                         1099-INT need not be filed.
                                              SPECIFIC INSTRUCTIONS
                                                            IMPORTANT
To ensure the timely and proper processing of your S Corporation Reconciliation and Shareholders Information Return, ALL lines and
schedules must be completed. Specific line items, supported by separate attached schedules, must be entered on the appropriate line of this
return. Failure to complete all lines and schedules will delay the processing of your return. For purposes of these instructions "taxpayer" means
the S Corporation.
INTRODUCTION                                                             all  of  the  following  conditions  are  met:  (1)  The  non-resident
As a result of the enactment of House Bill No. 573, 68 Del.              shareholders must be non-residents of the State of Delaware for the
Laws Ch. 423, effective for tax years beginning on or after January      full taxable year, (2) The non-resident shareholders must not have
1, 1992, S  Corporations  are  no  longer  subject  to  the  Delaware    income  (including  spouse's)  from  sources  within  the  State  of
corporate income tax.                                                    Delaware  other  than  his  or  her  distributive  share  from  the  S
Effective for taxable years beginning on or after January 1,             Corporation and (3) The non-resident shareholders must have the
1992, non-resident shareholders are subject to Delaware personal         same  tax  year  ending  for  personal  income  tax  purposes.  An  S
income tax on their portion of the distributive share of the income      Corporation which has one or more non-resident shareholders is
and deductions of an S Corporation apportioned to Delaware.              required to make estimated personal income tax payments on behalf
An S Corporation is not entitled to adjust its taxable income by         of  its  non-resident  shareholders.  S  Corporations  which  conduct
a  net  operating  loss  carryback  or  carryforward.  There  are  no    business in more than one state must allocate and apportion their
statutory modifications or adjustments to Federal taxable income         income  among  the respective states.  Please refer to the specific
that permits such net operating loss deductions to be taken into         instructions for Delaware Schedule A and for Delaware Form 1100S
account in computing Delaware taxable income under Chapter 19,           to calculate distributive income for a non-resident shareholder.
Title 30 of the Delaware Code. Refer to Delaware Tax Ruling 78-3.
For  Delaware  personal  income  tax  purposes,  resident                DELAWARE SCHEDULE A - RECONCILIATION OF
shareholders are entitled to the benefit of their portion of any net     ORDINARY INCOME TO TOTAL INCOME
operating loss incurred by the S Corporation. Commencing with tax        The  Ordinary  Income  reported  on    Federal  Form  1120S,
years beginning on or after January 1, 1992 and to the extent that a     Schedule K, Line 1 must be modified for Delaware purposes by
net  operating  loss  carryforward  resulted  from  a  Delaware  S       certain additions and subtractions to reflect the “flow through” items
Corporation, net operating loss deductions may be carried forward        to the shareholders that are not included in ordinary income on
on the personal income tax returns of non-resident shareholders.         Federal  Form  1120S.  Begin  with  Schedule  1  on  the  back  of
These losses may include losses incurred in tax periods beginning        Delaware Schedule A.
before January 1, 1992. There is no net operating loss carryover
allowable on the shareholder's Delaware personal income tax return       Delaware Schedule 1(A) - Gross Real and Tangible
that does not derive from a carryover on the shareholder's Federal       PersonalProperty
personal income tax return for the same year.                            Enter on Line 1 the original cost value of all real and tangible
                                                                         personal property owned at the beginning and at the end of the
NON-RESIDENT SHAREHOLDERS                                                taxable year allocable (a) within the State of Delaware and (b) within
An S Corporation is exempt from corporate taxation. Resident             and without the State of Delaware. Enter on Line 2 the value of all
and non-resident shareholders must report their respective share of S    real and tangible personal property rented at the beginning and at the
distributive income on their individual personal income tax returns.     end of the taxable year allocable (a) within the State of Delaware
A  Composite  Personal  Income  Tax  Return,  Form  200-C,  for          and (b) within and without the State of Delaware. The rented real
qualifying non-resident shareholders of an S Corporation may be          and tangible property is valued at 8 times the annual rental. Goods in
filed in lieu of individual non-resident personal income tax returns if
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transit should be included in the property factor of the state to which  License and the payment of a gross receipts tax on the receipts
the goods are to be delivered. Real and tangible personal property       received from such sales or services.
owned by the United States Government that is used or operated by
the taxpayer shall be disregarded.                                       Delaware Schedule 1(D) - Determination of Apportionment
Enter on Line 3 the total of Lines 1 and 2.                              Percentage
Enter on Line 4 of Delaware Schedule 1 (A) the original cost of          Enter in the numerator on Line 1 the average value of all real
real and tangible personal property, the income from which is            and tangible personal property owned or rented in the State of
separately allocated on Lines 4 through 14 of Delaware Schedule A.       Delaware. Enter in the denominator on Line 2 the average value of all
Also enter on Line 4 the value of property currently under               real and tangible personal property owned or rented both within and
construction or property not used in the S Corporation's business.       without the State of Delaware as reported in Delaware Schedule 1(A)
Subtract Line 4 from Line 3 and enter the remainder on Line 5.           and compute the percentage.
Calculate on Line 5 the average value of the real and tangible           Enter in the numerator on Line 3 the wages, salaries and other
property by adding the total beginning and total ending values of        compensation paid or accrued to employees within the State of
property within the State of Delaware and property within and            Delaware. Enter in the denominator on Line 4 the wages, salaries and
without the State of Delaware respectively, and divide each sum by       other compensation paid or accrued to employees within and without
two.                                                                     the State of Delaware as reported in Delaware Schedule 1(B) and
Enter on Line 6 the calculated average value of the real and             compute the percentage.
tangible property.                                                       Enter in the numerator on Line 5 the gross receipts apportioned
Include in the property factor on the appropriate lines, the             to the State of Delaware. Enter in the denominator on Line 6 the total
taxpayer's share of real and tangible property owned and rented          gross receipts subject to apportionment as reported in Delaware
resulting from the taxpayer's proportionate ownership as a general or    Schedule 1(C) and compute the percentage.
limited partner in an active partnership.                                Compute the respective percentages, carried to at least six (6)
                                                                         decimal places, and enter in the appropriate column. Total the
Delaware Schedule 1(B) - Wages, Salaries and Other                       percentages and divide by: A factor of three if all three apportionment
Compensation                                                             factors (property, wages and sales) are present; A factor of two if
Enter on Line 1 the total wages, salaries, bonuses and other             only two apportionment factors (property or wages or sales) are
compensation paid or accrued to employees engaged in employment          present; A factor of one if only one apportionment factor (property or
within the State of Delaware and within and without the State of         wages or sales) is present. For example, if the corporation has
Delaware during the taxable year. Include in the wage factor on the      property and sales but does not pay any salaries, the apportionment
appropriate line, the taxpayer's share of wages, salaries, bonuses and   percentage should be determined by the average of the two factors of
other compensation paid or accrued to employees, resulting from the      property and sales. Enter the resulting percentage on Line 8,
taxpayer's proportionate ownership as a general or limited partner in    Delaware Schedule 1(D) and on Line 2, Delaware Schedule A, Form
an active partnership. Enter on Line 2 the wages, salaries, bonuses      1100S.
and other compensation paid or accrued to general executive
officers. “General Executive Officers” means the officers of record      DELAWARE SCHEDULE A - RECONCILIATION OF
in the state in which the taxpayer is incorporated.                      ORDINARY INCOME TO TOTAL INCOME
Subtract Line 2 from Line 1 and enter the remainder on Line 3.
                                                                         Line 1 - Ordinary Income (Loss)
Delaware Schedule 1(C) - Gross Receipts Subject to                       Enter the amount from Federal Form 1120S, Schedule K, Line 1.
Apportionment
Enter on Line 1 in the column headed “Within Delaware”, the              Line 2 - Apportionment Percentage
gross receipts from the sales of tangible personal property physically   Enter the apportionment percentage from Delaware Form 1100S,
delivered within Delaware to the purchaser or his agent located          Schedule 1-D, Line 8.
within the State of Delaware (but not including delivery to the
United States Mail or to a common or contract carrier for shipment       Line 3 - Ordinary Income Apportioned to Delaware
to a place outside Delaware). Enter in the column headed “Within         Multiply Line 1 by the percentage on Line 2 and enter the result
and Without Delaware” total gross receipts from the sales of tangible    on Line 3.
personal property both within and without Delaware during the
income year.                                                             Line 3(a) - Enter in Column A the amount from Line 1 and
Include in the factor on the appropriate line, the taxpayer's share      in Column B the amount from Line 3   .
of gross receipts from the sale of tangible property and gross income
from other sources resulting from the taxpayer's proportionate           ADDITIONS:
ownership as a general or limited partner in an active partnership.
Enter on Line 2, in the column headed “Within Delaware”, all             Lines 4 and 5 - Net Income (Loss) From Rental Real Estate
other gross income  (if any) from other sources, including               and Other Rental Activities
receipts from services rendered within Delaware, which are not tax       Enter the amount from Federal Form 1120S, Schedule K, Lines 2
exempt and which are not directly allocated on Lines 4 through 14 of     and 3c respectively in Column A. Enter in Column B the net income
Delaware Schedule A. Gross income from sources within Delaware           or loss from rental activities from property physically located within
includes distributions from partnerships in which the taxpayer is a      Delaware.
corporate partner, when the State of Delaware is maintained as the
principal place from which the trade or business of the taxpayer is      Lines 6, 7, and 8 - Interest, Dividend and Royalty Income
directed or managed. Other income is considered gross income from        Enter the amount from Federal Form 1120S, Schedule K, Lines
a Delaware source when the activity that gives rise to the income is     4, 5a and 6  in Column A. Enter in Column B, Lines 6, 7, and 8
performed within the State of Delaware. Enter the total on Line 2 in     respectively, taxable interest, dividends and royalties if the S
the column headed “Within and Without Delaware”, all other               Corporation's commercial domicile is located in Delaware.
gross income (if any) from other sources both within and without
Delaware which are not tax exempt, and which are not directly            Lines 9 and 10 - Net Short and Long Term Capital Gain
allocated on Lines 4 through 14 of Delaware Schedule A. Include a        (Loss)
separate schedule listing the items of other income included on this     Enter the amount from Federal Form 1120S, Schedule K, Lines 7
line. Add the amounts on Line 1 and Line 2 and enter the total on        and 8a in Column A. Enter in Column B, Lines 9 & 10 respectively,
Line 3.                                                                  the net short-term and long-term capital gain or loss if the asset is
If you are selling tangible personal property or providing               employed in a trade or business in Delaware.
services within Delaware, you are liable for a Delaware Business

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Line 11 - Net Gain (Loss) Under Section 1231                            DATE AND  STATE  OF INCORPORATION  AND NATURE
(Other Than Casualty or Theft)                                          OF BUSINESS
Enter the amount from Federal Form 1120S, Schedule K, Line 9                Enter the date in MM/YYYY format and the state in which the
in Column A. Enter in Column B, Line 11, Section 1231 gains             S Corporation is incorporated. Enter a short phrase to describe the
(losses) if the asset is employed in a trade or business in Delaware.   nature of business conducted by the S Corporation.

Line 12 - Other Income (Loss)                                           CHECK THEAPPLICABLEBOX
Enter the amount from Federal Form 1120S, Schedule K, Line                  Check the    Initial Return box if this is the first time the S
10 in Column A. Enter in Column B, any other income or loss not         Corporation is filing a Reconciliation and Shareholders Information
included on Lines 1 through 9, such as recoveries of tax benefit        Return. Check the Change OfAddress box if the address of the S
items; gambling gains andlosses or net gain(loss) from involuntary      Corporation has changed from the previous year's filing. Check the
conversions due to casualty or theft derived from sources within        Extension Attached   box if the S Corporation has obtained an
Delaware.                                                               approved  Federal  or  Delaware  extension  of  time  to  file  a
                                                                        Reconciliation and Shareholders Information Return.
Line 13 - Total
Add Lines 3(a) through 12 in Columns A and B.                           OUT OF BUSINESS
                                                                            Enter the exact date in MM/DD/YYYY format when the S
SUBTRACTIONS   :                                                        Corporation ceased business operations. Only enter a date if the S
                                                                        Corporation went out of business during, or on the last day of the S
Line 14 - Section 179 Expense Deduction                                 Corporation's tax year ending.
Enter the amount from Federal Form 1120S, Schedule K, Line
11in Column A. Enter in Column B the same amount ifthe asset,           LINE 1 - TOTAL NET INCOME
for which the Section 179 expense deduction is claimed, is employed         Enter the amount from Delaware Form 1100S, Schedule A,
in a trade or business in Delaware.                                     Column B, Line 19.

Line 15 - Charitable Contributions                                      LINE 2 - SUBTRACTIONS FROM TOTAL NET INCOME
      Enter the amount of charitable contributions paid by the S            Enter on Line 2(a) the amount of interest income received from
Corporation during its tax year from Federal Form 1120S, Schedule       bonds or securities of the United States or its instrumentalities, less
K, Line 12a in Column A. Enter in Column Bthe same amount if the        applicable expenses to the extent such interest income is included in
S Corporation's commercial domicile is located in Delaware or if the    Line 1.
taxpayer can demonstrate that the contribution is connected with            Enter on Line 2(b) an amount equal to the portion of wages
sourceswithin Delaware.                                                 paid or  incurred  for  the  taxable  year  which  is  disallowed  as  a
                                                                        deduction  for  Federal  purposes  under  Subsection  (a)  of  Section
Line 16 - Other Deductions                                              280C, IRC, relating to the portion of wages for which the New Jobs
      Enter the amount from Federal Form 1120S, Schedule K, Line        credit is claimed. Attach copy of Federal Form 5884 - New Jobs
12d in Column A. Enter in Column B, Line 16 the same amount if          Credit.
the S Corporation's commercial domicile is located in Delaware.             Add Lines 2(a) and 2(b) and enteron Line 2(c).

Line 17 - Depletion Expense                                             LINE 3
      Enter all depletion expense included on Federal Form 1120S,           Subtract Line 2(c) from Line 1 and enter on Line 3.
Schedule K, Line 15e in Column A. Enter the same amount in
Column B.                                                               LINE4 - ADDITIONS TO TOTALNET INCOME
                                                                            Enter on Line 4(a) the amount of interest income received from
Line18 - Total                                                          obligations issued by any State or political subdivision other than the
      Add Lines 14 through 17 and enter the amount on Line 18.          State of Delaware or its political subdivisions to the extent such
                                                                        interest income is not included in Line 1.
Line19 - Total Net Income(Loss)                                             Enter  on  Line  4(b)  the  amount  of  any  depletion  expense
      Subtract Line 18 from Line 13 and enter the amount on this        allowable under Federal Law, to the extent it is in excess of cost
line. Enter the amount from Column B on Line 1, Delaware                depletion.
Form 1100S.                                                                 Enter on Line 4(c) the amount of the charitable contributions
                                                                        included  in  Line  1  for  which  the  Delaware  Land  &  Historic
FORM 1100S - S CORPORATION RECONCILIATION AND                           Resource Conservation credit was granted.
SHAREHOLDERS INFORMATION RETURN
                                                                            AddLines 4(a) through 4(c) and enter on Line 4(d).
CALENDAR OR FISCALYEAR OPERATION
      Delaware  Form  1100S and  its  schedules  is  an information     LINE 5 - DISTRIBUTIVE INCOME
return  used  to  reconcile  Federal  ordinary  income  to  Delaware        Enter on Line 5 the amount of distributive income by adding
distributive income and to pay any additional tax due on behalf of      Lines 3 and 4(d).
non-resident shareholders for the calendar year 2016 or fiscal year
beginning in 2016 and ending in 2017. If the S Corporation conducts     LINE 6 - PERCENTAGE OF STOCK OWNED BY
business on a fiscal year basis, insert the beginning and ending dates  NON-RESIDENT SHAREHOLDERS
of the fiscal year in a MM/DD/YYYY format.                                  Enter on Line 6 the percentage of stock owned by non-resident
                                                                        shareholders. If the S Corporation has shareholders who have not
NAME, ADDRESS    AND       EMPLOYER  IDENTIFICATION                     been residents of Delaware for the entire year, please contact the
NUMBER                                                                  Division  of  Revenue  for specific instructions.  Complete  Delaware
      Enter  the  complete  name,  corporate  headquarters  address,    Schedule A-1, Shareholder's Share of Income, Deductions & Credits
Delaware  address  (if  different  from  the  corporate  headquarters   for ALL shareholders.
address) and employer identification number of the S Corporation.
Employer  identification  numbers  are  issued  by  the                 STOP HERE IF ALL SHAREHOLDERS ARE DELAWARE
Internal Revenue Service by filing Federal Form SS-4.                   RESIDENTS.

                                                                       5



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LINE 7 - DISTRIBUTIVE INCOME OF NON-RESIDENT                            LINE 13 - BALANCE DUE OR OVERPAYMENT
SHAREHOLDERS                                                               If Line 8 is greater than Line 12, enter the balance due and pay
   Multiply Line 5 by the percentage on Line 6. This represents the     in full. If Line 12 is greater than Line 8, the amount on Line 12 will
entire distributive income attributable to non-resident shareholders.   be included proportionally in the amount of estimated tax claimed by
                                                                        the non-resident shareholder(s) upon the filing of their Delaware
LINE 8 - TAX DUE                                                        non-resident personal income tax return. A refund will not be issued
   Multiply Line 7 by 6.60  %. This is the amount of estimated taxes    directly to the S Corporation for any overpayment of estimated tax
which must be paid on behalf of the non-resident shareholders.          paid  on  behalf  of  the  non-resident  shareholder(s).  Refer  to  the
                                                                        instructions for Delaware Schedule A-1 for reporting such amount to
LINE 9 - ESTIMATED TAX PAID                                             the non-resident shareholders.
   Enter on Line 9 the estimated tax paid for the taxable year from
Delaware Form 1100P. Include on this line payments made with            DELAWARE SCHEDULE A-1
requests  for  extensions  of  time  to  file.  The  statute  requires     An  S  Corporation  must  prepare  Delaware  Schedule  A-1,
prepayment  by the S Corporation on behalf  of the non-resident         Shareholders  Share  of  Income,  Deductions  &  Credits  for  all
shareholders. Please refer to Estimated Tax Filing Requirements on      shareholders. One copy is to be given to each shareholder and a copy
Page 2 and Form 1100P for due dates and amounts required to be          must be attached to this return. Delaware Schedule A-1 is similar to
paid.                                                                   Federal Schedule K-1, with the addition of several lines for state
                                                                        modifications  and  credits.  Complete  Delaware  Schedule  A-1  by
LINE 10 - OTHER PAYMENTS                                                multiplying  the  respective  lines  on  Delaware  Schedule  A  and
   Enter on Line 10 other payments not included on Line 9 and           Delaware Form 1100S by the percentage of stock owned by each
attach an explanation of such payments.                                 shareholder.  Use  Column  A  to  report  resident  shareholder
                                                                        information  and  Column  B  to  report  non-resident  shareholder
LINE 11 - APPROVED INCOME TAX CREDITS                                   information.  Federal  Schedule  K-1  cannot  be  used  in  lieu  of
   Enter on Line 11 the approved income tax credits for the S           Delaware  Schedule  A-1  when  filing  the  S  Corporation
Corporation, multiplied by the percentage of stock owned by non-        Reconciliation  and  Shareholders  Information  Return.  Delaware
resident shareholders, from Delaware Form 700, Delaware Income          Schedule A-1 must be filed for each resident and non-resident
Tax  Credit Schedule.                                                   shareholder of the S Corporation.

LINE 12 - TOTAL PAYMENTS AND CREDITS
   Add Lines 9 through 11 and enter the amount on Line 12.

                                       DELAWARE S CORPORATION INCOME  TAX CREDITS

   Title 30 of the Delaware Code authorizes seven different credits        wholesale sale of computer software.
to be applied against Delaware income tax. The income tax credits       5. Any activity more than 50% of whose annual gross receipts
that are available are the Economic Development, Green Industries,         are derived from aviation services and employing at least 100
Research & Development, Land & Historic Resource Conservation,             qualified employees,
Travelink Traffic Mitigation, Neighborhood Assistance and Historic      6. Telecommunications  services  which  shall  include  the
Property  Preservation  tax  credits.  The  Economic  Development,         administration, supervision,     maintenance, repair          and
Green  Industries,  Research  &  Development,  Land  &  Historic           deployment  of  the  physical  infrastructure  associated  with
Resource Conservation and Historic Property Preservation income            telecommunications services. This qualified activity requires
tax credits are available for an S Corporation.                            50 qualified employees and $750,000 in capital investment to
   Becoming a qualified S Corporation, eligible for any of the five        qualify for the Economic Development Credits.
income  tax  credits,  requires  pre-approval  by  the  State  agency      A facility may be considered a qualified facility without hiring
responsible for the approval of such credits.                           any qualified employees  if the capital investment equals the greater
                                                                        of $1 million or 15% of the unadjusted basis in the facility at the
ECONOMIC DEVELOPMENT CREDIT                                             close of the taxable year preceding the date on which installation or
   Any  S  Corporation  conducting  a  qualified  activity  within      construction of the investment commenced.
Delaware and has placed in service a qualified new or expanded             Any S Corporation that places a qualified facility into service in
facility  may be eligible for Delaware S Corporation income tax         a  "targeted  area"  may  be  eligible  for  increased  Delaware  S
credits equal to $400 for each qualified employee hired and $400 for    Corporation income tax credits equal to $650 for each qualified
each $100,000 invested in the qualified facility. The facility may      employee hired and $650 for each $100,000 invested in a qualified
also be eligible  for a ten year  reduction in the Delaware  gross      facility.
receipts tax. The qualified new or expanded facility must hire 5 or        A targeted area is defined as:
more qualified employees and invest a minimum  of $200,000 in           1. Any real property located within Delaware that is owned by
property, plant and equipment to be eligible for the credit.               this State, any political subdivision of the State or any agency
   A qualified activity is defined as:                                     or instrumentality of the State or its political subdivisions,
1.    Engaging in business as a manufacturer or wholesaler,             2. Any real property located within Delaware that is owned by a
2.    Operation  of  a  facility  for  the  purpose  of  scientific,       non-profit organization as defined by Section 501(c) of the
      agricultural or industrial research,                                 Internal Revenue Code,
3.    Administration,  management  or  support  operations  of  a       3. Any area located within Delaware that has been approved by
      manufacturer, wholesaler or research facility,                       the  United  States  Department  of  Commerce  as  a  general
4.    Any activity more than 50% of whose annual gross receipts            purpose foreign trade zone,
      are  derived  from  computer  processing,  data  preparation,     4. Any 1980 Delaware  census tracts, as defined by the United
      engineering services, consumer credit reporting services, and        States Department of Commerce, Bureau of the Census.

                                                                       6



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Any S Corporation that places a qualified facility into service on       and whose qualified investment is devoted entirely to collection of
a  qualified  "brownfield"  site  may  be  eligible  for  Delaware  S    materials for recycling and distribution of recycled materials may be
Corporation income tax credits equal to $650 for each qualified          eligible for Delaware S Corporation income tax credits equal to $650
employee  hired  and  $650  for  each  $100,000  invested  in  the       for  each  qualified  employee  hired  and  $650  for  each  $100,000
brownfield  site.  A  brownfield  site  is  defined  as  a  vacant  or   invested in the qualified facility.
unoccupied  site  that  has  been  environmentally  contaminated  by        If the qualified  facility  is located in a targeted  area, the S
commercial or industrial activity as verified by the Department of       Corporation may be eligible for Delaware S Corporation income tax
Natural Resources and Environmental Control. If the brownfield site      credits equal to $900 for each qualified employee hired and $900 for
is located in a targeted area, the corporation may be eligible for       each $100,000 invested in the qualified facility.
Delaware S Corporation income tax credits equal to $900 for each
qualified employee hired and $900 for each $100,000 invested in the      RESEARCH AND DEVELOPMENT CREDIT
brownfield site.                                                            Any  S  Corporation  that  incurs  qualified  research  and
                                                                         development expenses may be eligible for Delaware S Corporation
GREEN INDUSTRIES CREDIT                                                  income tax credits.
Reductions  in  Waste  Release  - Any  manufacturer  that                   An  S  Corporation  may  elect  Delaware  research  and
voluntarily reduces by at least 20% the weight of wastes in the          development tax credits for the taxable year equal to: (1) 10% of the
current  year  in  comparison  to  the  amount  of  wastes  in  the      excess of the S Corporation's total Delaware qualified research and
immediately preceeding 12 months and are reported under the Toxic        development expenses for the taxable year over the S Corporation's
Release Inventory reflected by Inventory Report forms filed for the      Delaware base amount, or (2) 50% of Delaware's apportioned share
year may be eligible for Delaware S Corporation income tax credits       of the S Corporation's federal research and development tax credit
equal to $400 for each 10% of waste reduction during the year and        calculated  using  the alternative incremental  credit method under
for each of the 4 succeeding years during which the reduced amount       Section 41(c)(4) of the Internal Revenue Code of 1986, using federal
of release is maintained.                                                definitions and methodology. Delaware's apportioned share of the
Any manufacturer that voluntarily reduces by at least 50% the            federal credit shall be the amount of the alternative incremental
weight of other wastes released in the current year in comparison to     credit the S Corporation can claim under Section 41(c)(4), multiplied
the amount of wastes in the immediately preceeding 12 months may         by a percentage equal to the ratio of the S Corporation's Delaware
be eligible for Delaware S Corporation income tax credits equal to       qualified research and development expenses for the taxable year to
$400 for each 10% of waste reduction during the year and for each        the  S  Corporation's  total  qualified  research  and  development
of the 4 succeeding years  during which  the reduced amount  of          expenses for the taxable year.
release is maintained.
Use  of  Recycled  Materials  as  Raw  Materials  -   Any                LAND AND HISTORIC RESOURCE CONSERVATION
manufacturer  who  derives  at  least  25%  by  weight  of  its  raw     CREDIT
materials from either recycled materials or materials removed from          Any S Corporation may be eligible for Delaware S Corporation
the  Delaware  solid  waste  stream,  satisfies  the  requirements  of   income tax credits equal to 40% of the fair market value of any land
Section 2011(a) of Title 30 of the Delaware Code and uses such           or interest in land located in Delaware which is conveyed for the
materials in its qualified facility may be eligible for Delaware S       purpose  of  open  space,  natural  resource,  and/or  biodiversity
Corporation income tax credits equal to $650 for each qualified          conservation or historic preservation as an unconditional donation in
employee hired and $650 for each $100,000 invested in the qualified      perpetuity  by  the  landowner/taxpayer  to  a  public  or  private
facility.                                                                conservation agency eligible to hold such land and interest therein
If  the  qualified  facility  is  located  in  a  targeted  area,  the   for conservation or preservation purposes.
manufacturer may be eligible for Delaware S Corporation income           HISTORIC PROPERTY PRESERVATION CREDIT
tax credits equal to $900 for each qualified employee hired and $900        Beginning with taxable years that commence on or after January
for each $100,000 invested in the qualified facility.                    1, 2001, any S Corporation incurring qualified expenditures in the
Processing of Waste Materials - Any S Corporation who is                 rehabilitation of any certified historic property may be eligible for
engaged in the business of processing materials removed from the         Delaware S Corporation income tax credits equal to:
Delaware  solid  waste  stream  for  resale  as  raw  materials  to
manufacturers, satisfies the requirements of Section 2011(a) of Title    1. 20%  (30%  if  any  part  of  the  certified  rehabilitation  of  a
30 of the Delaware Code and whose qualified investment is devoted           residential  property  is  determined  by  the  Delaware  State
entirely to the processing and resale of materials removed from the         Historic Preservation Office to be committed to low income
Delaware  solid  waste  stream  may  be  eligible  for  Delaware  S         housing) of the qualified expenditures made in the rehabilitation
Corporation income tax credits equal to $650 for each qualified             of any certified historic property which is eligible for a federal
employee hired and $650 for each $100,000 invested in the qualified         tax credit under Section 47 of the Internal Revenue Code; and
facility.                                                                2. 30% (40% if any of the certified rehabilitation of a residential
If the qualified  facility  is located in a targeted  area, the S           property  is  determined  by  the  Delaware  State  Historic
Corporation may be eligible for Delaware S Corporation income tax           Preservation Office to be committed to low income housing) of
credits equal to $900 for each qualified employee hired and $900 for        the qualified  expenditures  made in the rehabilitation  of any
each $100,000 invested in the qualified facility.                           certified historic property which is not eligible for a federal tax
Collection and Distribution of Recycled Materials - Any                     credit under Section 47 of the Internal Revenue Code.
S Corporation who is engaged in the business of collecting materials
for  recycling  and  distributing  recycled  materials,  satisfies  the     Qualified  expenditures  for  the  credit  may  be  incurred  after
requirements of Section 2011(a) of Title 30 of the Delaware Code            December 31, 2000, but the income tax credit may not be
                                                                            claimed until after July 1, 2002.

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