s-corporation had depreciated some of it's assets under IRC 179 in 2008, however, the depreciation amount was disallowed in 2008, and was carried over 2009 which was passed thru the personal return of its shareholder. Now IRS is auding the 2009 return for both the s-corporation and its shareholder for the depreciation. The s - corporation has been formaly dissolved in 2011 and has been non-operational since then. The 3-year SOL for 2009 tax assessment run out in Dec 2012. I am looking for some advice from a tax attorney.