Ezel / IRS Rulings / 200907030

CCA 200907030: An operating agreement cannot replace the statutory signer rule

Number
200907030
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Signing of Partnership Returns
Topics
Procedure, penalties, and administration
Code sections
§ 6063
Ruling dated
August 19, 2008
Publicly released
February 13, 2009
Source
View Official PDF

Apply this to your situation

This page covers legal advice the IRS Office of Chief Counsel wrote for IRS staff, issued in 2009, which can't be cited as precedent. Ask about your situation and see what the current Code and IRS guidance say, with citations.

Currency note: this determination was released in 2009
Statutory amendments, regulation changes, court decisions, or later IRS guidance may have changed the analysis since then. Treat this page as historical context, not current tax advice. Verify current law before relying on any specific rule, threshold, or position mentioned here.
Not precedent. Under 26 U.S.C. § 6110(k)(3), this written determination may not be used or cited as precedent. It is advice from the IRS Office of Chief Counsel to IRS personnel on the facts they presented, and identifying details were redacted by the IRS before release. The official IRS release (linked on this page as a PDF) is the authoritative source.
About this page: The plain-English summary and ruling snapshot below were written by Ezel based on the official IRS release. The full text is the IRS's own document.
View official IRS release (PDF)

Plain-English summary

Chief Counsel addressed whether an LLC operating agreement could validate a partnership return signature. The advice states that the agreement is irrelevant if the signer was not a partner as required by statute. A private operating agreement cannot override the statutory return-signing rule.

Ruling snapshot

  • Question: Can an operating agreement authorize a non-partner to satisfy the statutory signature requirement for a partnership return?
  • Outcome: Advice given: no, the agreement cannot override the statute's requirement that the signer be a partner.
  • Key authorities: IRC § 6063.

Full text (IRS public release)

ID: CCA-819144-08 Number: 200907030
Release Date: 2/13/2009
Office: --------------
UILC: 6063.00-00

From: -------------------
Sent: Tuesday, August 19, 2008 11:44 AM

To: ----------------------

Cc:
Subject: RE: Notice 2004-8 and LLCs

I think that the operating agreement would be irrelevant if the person who signed was not a "partner" as
required by the statute. The operating agreement cannot repeal the statute.

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