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Calculating S Corp Accumulated Adjustment Accounts: Mastering the Section 1368 Ordering Rules

Minimizing Tax on Distributions, Navigating the Interplay Between Shareholder Basis and Corporate AAA Balance

Recording of a 110-minute CPE webinar with Q&A

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Conducted on Tuesday, October 27, 2020

Recorded event now available

or call 1-800-926-7926

This course will provide tax professionals and advisers with the tools and understanding to correctly calculate an S corporation's accumulated adjustments account (AAA) and to effectively advise clients to avoid negative tax consequences due to loss limitations or excess distributions. The panel will contrast AAA calculations with those of shareholder basis, tie AAA to the related concept of retained earnings in C corporations, and identify specific challenges in calculating AAA and in resulting tax planning and compliance.


An essential but often neglected element of S corporation tax planning and compliance is calculation of the company's AAA balance. An S corp's AAA balance represents the corporate-level accounting of undistributed earnings of the company that have been previously taxed to the shareholders.

Equivalent to a C corporation's retained earnings, the balance in the AAA represents the running amount of earnings held in the S corp. In conjunction with a shareholder's stock and debt basis calculations, the AAA balance impacts the tax treatment of distributions when the S corp has accumulated earnings and profits, or where the S corp previously operated as a C corp or acquired the assets of a C corp in a Section 381 transaction.

Calculating AAA can present challenges to advisers not versed in the Section 1368 ordering rules, which specify the sequence in which income, gains, losses, and the required allocation of non-dividend distributions to the AAA balance. Calculation and maintenance of an S corp's AAA balance are crucial to the tax planning of the company's operations.

Listen as our experienced panel provides a thorough and practical guide to S corporation AAA calculations and offers tested tips for minimizing tax on S corp shareholders.



  1. Accumulated adjustment account vs. shareholder basis
  2. AAA when the S corporation has accumulated E&P
  3. Impact of AAA on tax treatment of distributions for S corps with E&P
  4. Calculating AAA
  5. Ordering rules of Section 1368 and regulations
    1. Income and gains
    2. Losses and deductions
    3. Non-dividend distributions
    4. Net negative adjustments
  6. Other adjustments account issues
  7. Available elections


The panel will discuss these and other important topics:

  • What is the interrelation between an S corp shareholder's stock basis and the S corp AAA balance?
  • What is the impact of E&P on AAA calculations and on tax treatment of distributions from an S corp that has E&P?
  • What are the ordering rules for allocating AAA adjustments of income, gain, and loss?
  • What items are included in other adjustments accounts?


Jamison, Robert
Professor Robert W. Jamison, CPA

Professor Emeritus of Accounting
Indiana University

Mr. Jamison is Professor Emeritus of Accounting at Indiana University, Purdue University, Indianapolis (IUPUI). His...  |  Read More

Lovett, Brian
Brian T. Lovett, CPA, JD

Withum Smith+Brown

Mr. Lovett has extensive experience serving the tax needs of both public companies and closely-held businesses,...  |  Read More

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