Fillable Form 8832 - Entity Classification Election (Page 5 of 7) in pdf

Form 8832 (Rev. 12-2013)

Page

Use the following

See the employment tax and excise tax

• If an eligible entity classified as a

If the entity’s principal

Internal Revenue

business, office, or

return instructions for more information.

partnership elects to be classified as an

Service Center

agency is located in:

association, it is deemed that the partnership

Limited liability. A member of a foreign

address:

contributes all of its assets and liabilities to

eligible entity has limited liability if the

the association in exchange for stock in the

Connecticut, Delaware,

member has no personal liability for any

association, and immediately thereafter, the

District of Columbia,

debts of or claims against the entity by

partnership liquidates by distributing the

Florida, Illinois, Indiana,

reason of being a member. This determination

stock of the association to its partners.

Kentucky, Maine,

is based solely on the statute or law under

Maryland, Massachusetts,

• If an eligible entity classified as an

which the entity is organized (and, if relevant,

Michigan, New Hampshire,

Cincinnati, OH 45999

association elects to be classified as a

the entity’s organizational documents). A

New Jersey, New York,

partnership, it is deemed that the association

member has personal liability if the creditors

North Carolina, Ohio,

distributes all of its assets and liabilities to its

of the entity may seek satisfaction of all or

Pennsylvania, Rhode

shareholders in liquidation of the association,

any part of the debts or claims against the

Island, South Carolina,

and immediately thereafter, the shareholders

entity from the member as such. A member

Vermont, Virginia, West

contribute all of the distributed assets and

has personal liability even if the member

Virginia, Wisconsin

liabilities to a newly formed partnership.

makes an agreement under which another

person (whether or not a member of the

If the entity’s principal

Use the following

• If an eligible entity classified as an

business, office, or

Internal Revenue

entity) assumes that liability or agrees to

association elects to be disregarded as an

agency is located in:

Service Center

indemnify that member for that liability.

entity separate from its owner, it is deemed

address:

that the association distributes all of its assets

Partnership. A partnership is a business

and liabilities to its single owner in liquidation

entity that has at least two members and is

Alabama, Alaska, Arizona,

of the association.

not a corporation as defined above under

Arkansas, California,

Corporation.

• If an eligible entity that is disregarded as an

Colorado, Georgia, Hawaii,

entity separate from its owner elects to be

Idaho, Iowa, Kansas,

Who Must File

Louisiana, Minnesota,

classified as an association, the owner of the

Mississippi, Missouri,

File this form for an eligible entity that is one

eligible entity is deemed to have contributed

Ogden, UT 84201

Montana, Nebraska,

of the following:

all of the assets and liabilities of the entity to

Nevada, New Mexico,

the association in exchange for the stock of

• A domestic entity electing to be classified as

North Dakota, Oklahoma,

the association.

an association taxable as a corporation.

Oregon, South Dakota,

Tennessee, Texas, Utah,

• A domestic entity electing to change its

Note. For information on the federal tax

Washington, Wyoming

current classification (even if it is currently

consequences of elective changes in

classified under the default rule).

classification, see Regulations section

Ogden, UT

301.7701-3(g).

A foreign country or U.S.

• A foreign entity that has more than one

84201-0023

possession

owner, all owners having limited liability,

When To File

electing to be classified as a partnership.

Note. Also attach a copy to the entity’s

Generally, an election specifying an eligible

federal income tax return for the tax year of

• A foreign entity that has at least one owner

entity’s classification cannot take effect more

the election.

that does not have limited liability, electing to

than 75 days prior to the date the election is

Acceptance or Nonacceptance of

be classified as an association taxable as a

filed, nor can it take effect later than 12

corporation.

months after the date the election is filed. An

Election

eligible entity may be eligible for late election

• A foreign entity with a single owner having

The service center will notify the eligible entity

relief in certain circumstances. For more

limited liability, electing to be an entity

at the address listed on Form 8832 if its

information, see Late Election Relief, later.

disregarded as an entity separate from its

election is accepted or not accepted. The

owner.

Where To File

entity should generally receive a

determination on its election within 60 days

• A foreign entity electing to change its

File Form 8832 with the Internal Revenue

after it has filed Form 8832.

current classification (even if it is currently

Service Center for your state listed later.

classified under the default rule).

Care should be exercised to ensure that the

In addition, attach a copy of Form 8832 to

Do not file this form for an eligible entity that

IRS receives the election. If the entity is not

the entity’s federal tax or information return

is:

notified of acceptance or nonacceptance of

for the tax year of the election. If the entity is

its election within 60 days of the date of filing,

not required to file a return for that year, a

• Tax-exempt under section 501(a);

take follow-up action by calling

copy of its Form 8832 must be attached to

• A real estate investment trust (REIT), as

1-800-829-0115, or by sending a letter to the

the federal tax returns of all direct or indirect

defined in section 856; or

service center to inquire about its status.

owners of the entity for the tax year of the

• Electing to be classified as an S corporation.

Send any such letter by certified or registered

owner that includes the date on which the

An eligible entity that timely files Form 2553 to

mail via the U.S. Postal Service, or equivalent

election took effect. An indirect owner of the

elect classification as an S corporation and

type of delivery by a designated private

electing entity does not have to attach a copy

meets all other requirements to qualify as an

delivery service (see Notice 2004-83, 2004-52

of the Form 8832 to its tax return if an entity in

S corporation is deemed to have made an

I.R.B. 1030 (or its successor)).

which it has an interest is already filing a copy

election under Regulations section

of the Form 8832 with its return. Failure to

If the IRS questions whether Form 8832

301.7701-3(c)(v) to be classified as an

attach a copy of Form 8832 will not invalidate

was filed, an acceptable proof of filing is:

association taxable as a corporation.

an otherwise valid election, but penalties may

• A certified or registered mail receipt (timely

be assessed against persons who are

All three of these entities are deemed to

postmarked) from the U.S. Postal Service, or

required to, but do not, attach Form 8832.

have made an election to be classified as an

its equivalent from a designated private

association.

Each member of the entity is required to file

delivery service;

Effect of Election

the member's return consistent with the entity

• Form 8832 with an accepted stamp;

election. Penalties apply to returns filed

The federal tax treatment of elective changes

• Form 8832 with a stamped IRS received

inconsistent with the entity’s election.

in classification as described in Regulations

date; or

section 301.7701-3(g)(1) is summarized as

• An IRS letter stating that Form 8832 has

follows:

been accepted.

Form 8832 - Entity Classification Election Page 5

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