Ezel / IRS Rulings / 201115023

A non-member officer may sign for an LLC

Number
201115023
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Extension by Agreement
Topics
Procedure, penalties, and administration
Code sections
§ 6229
Ruling dated
March 11, 2011
Publicly released
April 15, 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 addressed whether a non-member of a limited liability company may sign documents for the LLC. The advice states that a non-member may sign if the person is an officer, manager, or otherwise authorized under state law to sign for the LLC. It identifies the TEFRA notice on frequently asked questions as covering the point.

Ruling snapshot

  • Question: May a non-member of an LLC sign on behalf of the LLC?
  • Outcome: Advice given
  • Key authorities: IRC § 6229; the TEFRA notice on frequently asked questions

Full text (IRS public release)

ID: CCA_2011031116302737 Number: 201115023
Release Date: 4/15/2011
Office: ----------
UILC: 6229.02-00

From: -------------------
Sent: Friday, March 11, 2011 4:30:32 PM
To: ---------------------
Cc: -----------
Subject: RE: Signature of non-member authorized officer of an LLC TMP

I agree that a non-member of an LLC can sign on behalf of the LLC if the non-member is an officer,
manager, or otherwise authorized under state law to sign documents on behalf of the LLC. This is
covered in the TEFRA notice on frequently asked questions.

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