Ezel / IRS Rulings / 200908027

CCA 200908027: Limited partner could not alone sign partnership power of attorney

Number
200908027
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Disclosure to Taxpayer's Designee; Tax Matters Partner
Topics
Procedure, penalties, and administration
Code sections
§ 6103, § 6231
Ruling dated
November 3, 2008
Publicly released
February 20, 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 considered who could sign Form 2848, the IRS power-of-attorney form, for a partnership. The email agreed that a limited partner could not do so alone because that partner lacked power to bind the partnership. It said the form instead had to be signed by all partners, by a partner empowered under state law to bind the partnership, such as a general partner, or by the tax matters partner. The response was copied to another attorney for concurrence.

Ruling snapshot

  • Question: Could a limited partner alone sign Form 2848 for the partnership?
  • Outcome: Advice given: no; all partners, an authorized general partner, or the tax matters partner had to sign.
  • Key authorities: IRC §§ 6103 and 6231; Form 2848.

Full text (IRS public release)

ID: CCA_2008110310465851 Number: 200908027
Office: -----------
Release Date: 2/20/2009

UILC: 6103.03-00, 6231.07-00

From: --------------------
Sent: Monday, November 03, 2008 10:46:59 AM
To: ------------------------------
Cc: --------------------
Subject: RE: 2848 vs. 8821

I agree that the answer would be no and am copying ---- for his concurrence. The limited partner would
not have any power to bind the partnership. The Form 2848 needs to be signed by (1) all of the partners;
(2) a partner with the power to bind the partnership under state law - a general partner; or (3) the TMP.

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