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Tax & Compliance

Seed-Stage Tax Return Guide

Written by Aparna Devalla, CPA

Curated by Rubric Financial

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Why Pre-Revenue Startups Must File Tax Returns

  • Federal and state tax returns are required for every incorporated entity regardless of revenue; failure to file triggers penalties and can jeopardize your corporate good standing.
  • Filing establishes your tax basis, net operating loss (NOL) carryforwards, and credit elections that will reduce your tax liability once the company becomes profitable.
  • Investors and acquirers will request copies of all prior tax returns during due diligence, and missing filings are a red flag that can delay or derail transactions.
  • State tax return requirements vary: you must file in your state of incorporation (typically Delaware), your headquarters state, and any state where you have employees or nexus.

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