Ezel / IRS Rulings / 1216039
Chief Counsel Advice 1216039 Released April 20, 2012 Advice

CCA 1216039: Advice addresses an alter ego theory for federal tax liens

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This page covers one taxpayer's ruling from 2012, 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 2012
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 resolved one taxpayer's situation on its specific facts, 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 discusses whether a federal tax lien dispute involving an alter ego theory presents fraud or injustice concerns. The message points to the two-factor federal common-law test described in NLRB v. Greater Kansas City Roofing and notes that the case also cites the Board of Trustees of the Mill Cabinet Pension Trust Fund. It also discusses Politte v. United States, a tax refund case that treated California's alter ego doctrine and federal common law as virtually identical and did not require proof of fraud. The message is research guidance rather than a formal ruling on a taxpayer's liability.

Ruling snapshot

  • Question: What authorities should be considered when analyzing an alter ego theory in a federal tax lien matter?
  • Outcome: Advice
  • Key authorities: IRC §§ 6321 and 7426; NLRB v. Greater Kansas City Roofing, 2 F.3d 1047 (10th Cir. 1993); Politte v. United States, 2012 WL 965996 (S.D. Cal. 2012); CC Notice 2012-002.

Full text (IRS public release)

ID: CCA_2012040310240226 Number: 201216039
Release Date: 4/20/2012
Office: --------------
UILC: 6321.00-00

From: -----------------
Sent: Tuesday, April 03, 2012 10:24:03 AM
To: ----------------------
Cc:
Subject: RE: 9th Cir. Alter Ego Rule

Thanks ---------- I’d like to see what you come up with. It does seem to be either fraud or injustice. NLRB
th
v. Greater Kansas City Roofing, 2 F.3d 1047 (10 Cir. 1993 ) explains Seymour and how it has played out
and cites Bd. of Trs. of Mill Cabinet Pension Trust Fund too. (In general, we reference the two factor test
in NLRB v. Greater Kansas City Roofing where the factors to be used under the federal common law test
are unclear in a circuit per CC Notice 2012-002.) A recent tax refund case addressed the alter ego
doctrine to see if the action was brought properly under IRC 7426 and noted that the California alter ego
doctrine and the federal common law are virtually identical and therefore looked to the more developed
California law as instructive and found it’s not necessary to prove fraud. Politte v. U.S., Slip Copy, 2012
WL 965996 (S.D.Cal., 2012).

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