Ezel / IRS Rulings / 201111010

CCA 201111010: manager-managed LLC may be authorized to sign partnership return

Number
201111010
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Signing of Partnership Returns
Topics
Procedure, penalties, and administration
Code sections
§ 6063, § 6110
Ruling dated
February 14, 2011
Publicly released
March 18, 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 considered who may sign a partnership return for an LLC that elects partnership tax treatment. It stated that section 6063 requires a partner's signature and that filing a partnership return is how an LLC elects to treat its members as partners. For a manager-managed LLC, the memorandum said a manager is arguably authorized by the member-partners to sign Form 1065. The signature itself is prima facie evidence that it is authorized.

Ruling snapshot

  • Question: Who may sign Form 1065 for a manager-managed LLC taxed as a partnership?
  • Outcome: Advice given.
  • Key authorities: IRC § 6063; Form 1065.

Full text (IRS public release)

ID: CCA_2011021415173637
Number: 201111010
Release Date: 3/18/2011
Office: ---------
UILC: 6063.00-00

From: --------------------
Sent: Monday, February 14, 2011 3:17:40 PM
To: -------------------
Cc: ------------------------------------------------------------
Subject: RE: TEFRA Questions

--------------------------------------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------- Section 6063 requires a partner to sign. LLC's elect to be treated as partnerships by filing a partnership return and, thus, elect to treat their members as "partners". LLC's can be either member managed or manager managed. If they are manager managed a manager is arguably authorized by the member "partners" to sign the Form 1065. Section 6063 provides that the signature itself is prima facie evidence that the signature is authorized. -------------------------------------------------------------------------------------------------------------------------
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