Ezel / IRS Rulings / 201418051

State law identified the LLC tax matters partner representative

Number
201418051
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Tax Matters Partner
Topics
Procedure, penalties, and administration
Code sections
§ 6231
Ruling dated
April 16, 2014
Publicly released
May 2, 2014
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 2014, 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 2014
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 advised that state law determines who may act for an LLC serving as tax matters partner. The representative must be a current officer or manager under state law, so a former officer or manager cannot act in that capacity. The IRS may use the operating agreement or current board minutes to identify the current officer or manager.

Ruling snapshot

  • Question: Who could act for an LLC serving as tax matters partner?
  • Outcome: Advice given that a current state-law officer or manager must act
  • Key authorities: IRC § 6231; applicable state LLC law

Full text (IRS public release)

ID: CCA_2014041608400701 [Third Party Communication:

UILC: 6231.07-00
Date of Communication: Month DD, YYYY]

Number: 201418051
Release Date: 5/2/2014
From:
Sent: Wednesday, April 16, 2014 8:40:07 AM
To:
Cc:
Bcc:
Subject: RE: Representative for TMP

State law controls who can act for the LLC TMP. That would be current officer/manager under state law. Somebody who used to be an officer/manager, but is not currently a manager, cannot act. An operating agreement or current board minutes should be sufficient to determine who the current officer/manager is.

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