Ezel / IRS Rulings / 201102062

CCA 201102062: State law and the operating agreement determine signing authority

Number
201102062
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Binds All Partners
Topics
Procedure, penalties, and administration
Code sections
§ 6224
Ruling dated
December 2, 2010
Publicly released
January 14, 2011
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 2011, 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 2011
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 advice addresses whether an individual may sign for a partnership in connection with a TEFRA question and Form 872-P. The advice states that state law and the partnership’s operating agreement determine whether the individual has authority to sign. It also states that an FPAA can bind partners who are not bound by a closing agreement.

Ruling snapshot

  • Question: Does the individual have authority to sign for the partnership, and can an FPAA bind other partners?
  • Outcome: advice given
  • Key authorities: IRC § 6224; state law and the partnership operating agreement

Full text (IRS public release)

ID: CCA_2010120210542237 Number: 201102062
Release Date: 1/14/2011
Office: ----------
UILC: 6224.01-03

From: -------------------
Sent: Thursday, December 02, 2010 10:54:27 AM
To: -------------
Cc: ----------------------------------
Subject: RE: TEFRA Question re 872-P ---------

State law would dictate who can sign on behalf of Y. You will need to review state law and Y's operating
agreement in order to determine whether B has authority to sign for Y. If neither state law nor the
operating agreement give B authority to sign for Y, he has no such authority.

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An FPAA can be issued that will bind those partners who are not bound by the closing agreement.

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