8869
Qualified Subchapter S Subsidiary Election
Form
OMB No. 1545-0123
(Rev. December 2017)
(Under section 1361(b)(3) of the Internal Revenue Code)
Department of the Treasury
Go to for the latest information.
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Internal Revenue Service
Part I
Parent S Corporation Making the Election
1a Name of parent
2 Employer identification number (EIN)
b Number, street, and room or suite no. If a P.O. box, see instructions.
3 Tax year ending (month and day)
c City or town, state or province, country, and ZIP or foreign postal code
4 Service center where last return was filed
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6 Telephone number of officer or legal
Name and title of officer or legal representative whom the IRS may call for more information
representative
Part II
Subsidiary Corporation for Which Election is Made (For additional subsidiaries, see instructions.)
7a Name of subsidiary
8 EIN (if any)
b Number, street, and room or suite no. If a P.O. box, see instructions.
9 Date incorporated
c City or town, state or province, country, and ZIP or foreign postal code
10 State of incorporation
11 Date election is to take effect (month, day, year) (see instructions)
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12 Did the subsidiary previously file a federal income tax return? If “Yes,” complete lines 13a, 13b, and 13c
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Yes
No
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13a Service center where last return was filed
13b Tax year ending date of last
13c Check type of return filed:
Form 1120
return (month, day, year)
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Form 1120S
Other
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14 Is this election being made in combination with a section 368(a)(1)(F) reorganization described in Rev. Rul. 2008-18, where the subsidiary was
an S corporation immediately before the election and a newly formed holding company will be the subsidiary’s parent?
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Yes
No
15 Was the subsidiary’s last return filed as part of a consolidated return? If “Yes,” complete lines 16a, 16b, and 16c .
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Yes
No
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16a Name of common parent
16b EIN of common parent
16c Service center where consolidated return was filed
Under penalties of perjury, I declare that I have examined this election, including accompanying statements, and to the best of my knowledge and belief, it is true, correct,
and complete.
Signature of officer
of parent corporation
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Title
Date
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General Instructions
• A bank or thrift institution that uses the reserve method of accounting
for bad debts under section 585.
Section references are to the Internal Revenue Code unless otherwise
• An insurance company subject to tax under subchapter L of the Code.
noted.
• A corporation that has elected to be treated as a possessions
Future Developments
corporation under section 936.
For the latest information about developments related to Form 8869 and
• A domestic international sales corporation (DISC) or former DISC.
its instructions, such as legislation enacted after they were published,
See sections 1361(b)(3), 1362(f), and their related regulations for
go to .
additional information.
Purpose of Form
When To Make the Election
A parent S corporation uses Form 8869 to elect to treat one or more of
The parent S corporation can make the QSub election at any time
its eligible subsidiaries as a qualified subchapter S subsidiary (QSub).
during the tax year. However, the requested effective date of the QSub
election generally cannot be more than:
The QSub election results in a deemed liquidation of the subsidiary
into the parent. Following the deemed liquidation, the QSub is not
• 12 months after the date the election is filed, or
treated as a separate corporation and all of the subsidiary’s assets,
• 2 months and 15 days before the date the election is filed.
liabilities, and items of income, deduction, and credit are treated as
An election filed more than 12 months before the requested effective
those of the parent.
date will be made effective 12 months after the date it is filed. An
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Because the liquidation is a deemed liquidation, do not file
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election filed more than 2 months and 15 days after the requested
Form 966, Corporate Dissolution or Liquidation. However, a
effective date generally is late and will be made effective 2 months and
final return for the subsidiary may have to be filed if it was a
15 days before the date it is filed. However, an election filed more than 2
CAUTION
separate corporation prior to the date of the deemed
months and 15 days after the requested effective date will be accepted
liquidation. No final return is required if this election is being made
as timely filed if the corporation can show that the failure to file on time
pursuant to a reorganization under section 368(a)(1)(F) and Rev. Rul.
was due to reasonable cause.
2008-18. See Rev. Rul. 2008-18, 2008-13 I.R.B. 674, for details.
To request relief for a late election, the corporation generally must
request a private letter ruling and pay a user fee in accordance with
Eligible Subsidiary
Rev. Proc. 2017-1, 2017-1 I.R.B. 1 (or its successor). However, relief
An eligible subsidiary is a domestic corporation whose stock is owned
from the ruling and user fee requirements is available. See Rev. Proc.
100% by an S corporation and is not one of the following ineligible
2013-30, 2013-36 I.R.B. 173, for details.
corporations.
8869
For Paperwork Reduction Act Notice, see instructions.
Form
(Rev. 12-2017)
Cat. No. 28755K