IRS Written Determinations
Free IRS private letter rulings, technical advice memoranda, and Chief Counsel advice with plain-English summaries and the official IRS release on every page.
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PLR 1138015: IRS rules that bankruptcy asset-sale losses are deductible and the transfers are not G reorganizations
A privately held corporation and certain affiliates planned to transfer assets as part of a Chapter 11 reorganization. The taxpayer asked whether the transfers would qualify as section 368(a)(1)(G)…
PLR 1138011: IRS grants extra time to make a built-in-loss basis election
A business trust and its corporate subsidiary made a transfer intended to qualify under IRC § 351, but they did not timely make the joint election under § 362(e)(2)(C) to allocate built-in losses by…
PLR 1138007: IRS grants extra time to elect out of the section 382(l)(5) limitation
A loss corporation underwent an ownership change while under the jurisdiction of a bankruptcy court. The corporation intended to elect out of the special section 382(l)(5) rules but did not timely…
PLR 1136025: IRS treats an omitted subsidiary as joining a consolidated return
The IRS ruled that a subsidiary could be treated as having joined its parent’s consolidated federal income tax return even though the subsidiary was omitted from the initial return and did not file…
PLR 1136009: Proposed internal and external spin-offs qualify for tax-free treatment
A corporate group proposed separating two business segments through an internal spin-off followed by a distribution of the controlled corporation's stock to the parent corporation's shareholders.…
PLR 1135025: IRS approves tax treatment for a complex corporate split-off
A corporate parent requested rulings on the federal income tax consequences of a proposed and partially completed series of transactions designed to separate one business from an affiliated group…
PLR 1135003: IRS grants more time to elect an extended net operating loss carryback
The common parent of a consolidated group asked for more time to elect an extended carryback period for a consolidated net operating loss incurred in a prior year. The group had missed the deadline…
PLR 1134001: IRS grants more time to waive a consolidated group's loss carryback
A parent company failed to timely file an election to relinquish the entire carryback period for its consolidated group's net operating loss. The IRS found that the parent acted reasonably and in…
PLR 1133008: Parent granted more time to file a consolidated return election
The IRS granted a parent corporation and its affiliated group more time to elect consolidated return treatment after the group failed to file the election by the deadline. The ruling requires the…
PLR 1133006: Contributions to a new REIT and LLC treated as tax-free transfers
The IRS ruled on a proposed restructuring in which a corporation, a partnership, and a tax-exempt trust would contribute interests in an LLC to a newly formed entity that would elect REIT status.…
PLR 1133003: Corporate spin-off received favorable section 355 rulings
The IRS ruled on a completed spin-off in which a distributing corporation transferred the stock of its controlled subsidiary to its parent. The ruling confirms nonrecognition of gain or loss for the…
CCA 1132022: IRS advised that recognized built-in losses above the section 382 limit carry forward separately
Chief Counsel Advice addressed whether a corporation with no taxable income before recognized built-in losses could include all of those losses in its net operating loss calculation. The advice…
PLR 1132010: Corporate spin-off receives rulings on reorganization tax treatment
The IRS issued a series of rulings on a proposed transaction in which a corporation would separate one business into a newly formed controlled corporation and distribute that corporation's stock to…
PLR 1132009: IRS rules on a multi-step corporate separation and spin-off
The IRS issued 46 rulings on a proposed separation of two businesses operated through a large affiliated corporate group. The plan included converting two subsidiaries into disregarded limited…
PLR 1132003: Extended CNOL carryback election granted 60-day relief
The IRS granted a consolidated corporate group 60 more days to make an election for an extended carryback period for a consolidated net operating loss. The group had missed the election deadline for…
PLR 1132002: Extended CNOL carryback election granted after acquisition
The IRS granted a corporate parent 60 more days to make an election for an extended carryback period for a consolidated net operating loss. The loss arose after the parent acquired another…
PLR 1131016: IRS granted more time to file a consolidated return election
A new parent company asked for more time to elect to file a consolidated federal income tax return with its subsidiaries after the original affiliated group changed. The IRS found that the parent…
PLR 1131009: IRS granted extra time to waive a consolidated NOL carryback
A parent company intended to elect to relinquish the entire carryback period for a consolidated group's net operating loss but missed the regulatory filing deadline. The IRS found that the parent…
PLR 1129008: Split-off of a subsidiary qualifies for tax-deferred reorganization treatment
The IRS considered a holding corporation that planned to transfer a subsidiary to a newly formed controlled corporation and distribute the controlled corporation's stock to the holders of a separate…
PLR 1129006: Merger and split-off qualify for specified tax-deferred treatment
A privately owned corporation proposed a series of steps involving subsidiary conversions, a merger exchange, a transfer of assets, and a split-off of a controlled corporation to certain…
PLR 1129005: Merger and split-off qualify for specified tax-deferred treatment
A privately owned corporation proposed a series of steps involving subsidiary conversions, a merger exchange, a transfer of assets, and a split-off of a controlled corporation to certain…
PLR 1128025: IRS approves a proposed S corporation split-off and reorganization
The IRS approved tax treatment for a proposed transaction in which an S corporation would form a controlled corporation, transfer a qualified subchapter S subsidiary to it, and distribute the…
PLR 1128008: IRS treats new preferred shares of regulated funds as equity
A group of closed-end regulated investment companies asked whether new preferred shares, backed by liquidity facilities, would be treated as equity for federal income tax purposes. The funds planned…
PLR 1128004: IRS grants extra time to file a consolidated return election
A new affiliated group asked for more time to elect to file a consolidated federal income tax return after a reverse acquisition changed its group structure. The group had not timely filed the…
PLR 1128001: IRS grants extra time for a consolidated NOL carryback election
A consolidated corporate group asked for more time to elect an extended carryback period for a consolidated net operating loss. The election would allow the group to carry the loss back three, four,…
PLR 1127004: IRS approves a multi-step corporate reorganization and partnership treatment
A publicly traded parent company proposed a multi-step restructuring involving a wholly owned subsidiary and a partnership holding one of the subsidiary's business lines. The subsidiary would…
PLR 1127003: IRS grants more time to waive a consolidated NOL carryback period
A consolidated corporate group intended to elect to relinquish the entire carryback period for a consolidated net operating loss but failed to file a valid election on time. The IRS found that the…
PLR 1127002: IRS grants more time for an extended consolidated NOL carryback election
A consolidated corporate group failed to timely file an election to carry a net operating loss back for an extended period under IRC § 172(b)(1)(H). The IRS found that the group reasonably relied on…
CCA 1126029: Refundable AMT credit was not limited by § 383 without regular tax liability
Chief Counsel advised that § 383 did not limit a taxpayer's refundable alternative minimum tax credit generated by a § 168(k)(4) election. The taxpayer had experienced a § 382 ownership change, had…
PLR 1126027: Extension granted to make a late § 338(g) election
The IRS granted a parent company an extension of time to make a § 338(g) election for a subsidiary's acquisition of a foreign target's stock. The election was not filed by its deadline because the…
PLR 1126010: IRS approved tax treatment for a foreign corporate separation
A multinational affiliated group proposed contributing several foreign subsidiaries to a newly formed corporation and then distributing the new corporation’s stock to an existing foreign holding…
PLR 1126006: Reincorporation and merger received reorganization treatment
A foreign parent planned to integrate two domestic corporate groups. One group would reincorporate in another state, and a subsidiary of the parent would then merge into the newly formed corporation…
PLR 1126003: Corporate reorganizations and related acquisitions approved
A parent company proposed a series of reorganizations and acquisitions to separate one business subgroup from the rest of its corporate group and sell that subgroup to a real estate investment…
PLR 1126002: Warrants and private-placement investors excluded from specified ownership-change rules
A corporation issued preferred stock and warrants to a shareholder in exchange for the shareholder’s existing stock, then planned to raise capital through private placements. The IRS ruled that the…
PLR 1125014: Consolidated group received 60 days to make an extended NOL carryback election
The IRS granted a consolidated corporate group 60 days to make a late election for an extended net operating loss carryback period. The election concerned a consolidated net operating loss incurred…
PLR 1124018: Supplemental ruling on a revised stock conversion
The IRS issued a supplemental private letter ruling addressing changes to a previously approved corporate conversion transaction. The revised transaction would exchange two classes of preferred…
PLR 1123030: IRS approves tax treatment for a complex corporate split-off and related stock exchanges
A privately owned corporation asked about the federal tax consequences of separating a controlled business through a series of mergers, stock exchanges, a shareholder split-off, and debt exchanges.…
PLR 1123026: IRS grants a consolidated group extra time to elect an extended NOL carryback
A corporation serving as the common parent of a consolidated group failed to timely file an election for an extended carryback period for a consolidated net operating loss. The IRS granted the group…
PLR 1123025: IRS approves a foreign parent's U.S. business separation through a section 355 distribution
A foreign parent asked about separating one worldwide business from another through a U.S. contribution and distribution followed by a foreign spin-off. In the U.S. restructuring, a domestic…
PLR 1123022: IRS approves subsidiary liquidations and a section 355 contribution and distribution
A corporate group asked about the tax consequences of liquidating several wholly owned subsidiaries and then contributing a controlled business to a new controlled corporation before distributing…
PLR 1123020: IRS grants more time to file a loss election for subsidiary stock
A consolidated corporate group asked for more time to file a regulatory election concerning a loss recognized on the disposition of subsidiary stock. The election statement was required under the…
PLR 1123019: IRS grants more time to file a loss election for subsidiary stock
A consolidated corporate group asked for more time to file a regulatory election concerning a loss recognized on the disposition of subsidiary stock. The election statement was required under the…
PLR 1123018: IRS grants more time to file a loss election for stock sold to an unrelated buyer
A consolidated corporate group asked for more time to file a regulatory election concerning a loss from selling subsidiary stock to an unrelated buyer. The election statement was required under the…
PLR 1123017: IRS grants more time to file a loss election for stock sold to an unrelated buyer
A consolidated corporate group asked for more time to file a regulatory election concerning a loss from selling subsidiary stock to an unrelated buyer. The election statement was required under the…
PLR 1122002: IRS approves a foreign subsidiary F reorganization
The IRS reviewed a completed restructuring in which a foreign subsidiary migrated its country of incorporation, a disregarded subsidiary elected to be treated as a corporation, and the former…
PLR 1121014: extension granted for a consolidated NOL carryback election
The IRS granted a consolidated corporate group an additional 60 days to make an election for an extended net operating loss carryback period. The group missed the original deadline after reasonably…
PLR 1121010: proposed foreign subsidiary liquidation receives specified nonrecognition treatment
The IRS ruled on a proposed transaction in which a foreign acquiring company would purchase the shares of a foreign target and then complete a back-end asset sale followed by liquidation. The IRS…
PLR 1120018: IRS grants more time for a consolidated NOL carryback election
The IRS granted a consolidated corporate group 60 days from the date of the ruling to file an election for an extended carryback period for a consolidated net operating loss. The group had missed…
PLR 1120015: supplemental ruling addresses spin-off debt and consolidated-group changes
The IRS supplemented an earlier private letter ruling concerning proposed corporate transactions. The supplemental ruling concluded that issuing additional debt, tender offers for certain notes and…
PLR 1120014: subsidiaries treated as joining a consolidated return despite missing forms
The IRS ruled that two subsidiaries were treated as having joined their parent's consolidated federal income tax return even though Forms 851 and 1122 were not timely filed. The subsidiaries were…
PLR 1120003: proposed auction-rate preferred shares treated as equity
The IRS ruled that a closed-end regulated investment company's proposed auction-rate or remarketed preferred shares would be treated as equity for federal income tax purposes. The shares would have…
PLR 1119023: consolidated group may file a late statement for a subsidiary stock loss
A parent corporation asked for more time to file a regulatory statement needed to claim some or all of a loss on the disposition of a subsidiary's stock. The IRS found that the parent acted…
PLR 1119002: IRS approved a multi-step corporate separation and spin-off
A publicly traded parent corporation planned to separate one active business from several retained businesses through a series of mergers, contributions, distributions, and spin-offs. The steps also…
PLR 1118002: IRS grants more time to elect an extended NOL carryback
The IRS considered the common parent of a consolidated group that missed the deadline to elect an extended carryback period for a consolidated net operating loss. The parent had reasonably relied on…
PLR 1117023: Consolidated group received more time to elect an extended NOL carryback
The IRS granted a consolidated corporate group an extension of time to elect an extended carryback period for a net operating loss. The group had filed Form 1139 but had not made a valid…
PLR 1117022: Acquiring consolidated group received more time to waive a prior-group NOL carryback
The IRS granted an acquiring consolidated group 45 days from the ruling date to make an election waiving the portion of the net operating loss carryback period attributable to subsidiaries’…
PLR 1117017: Subsidiaries were treated as joining the parent’s consolidated return
The IRS determined that two subsidiaries joined their parent’s initial consolidated federal income tax return even though Forms 1122 were not filed for them. The subsidiaries’ income and deductions…
PLR 1117009: Tax treatment of a six-way family-business split-up
The IRS ruled on a closely held corporation's plan to separate one business among six family shareholder groups. The corporation would transfer business assets to six newly formed corporations,…
PLR 1116001: IRS approved recapitalizations and tax-free spin-offs
The IRS reviewed a proposed separation of two businesses held within an affiliated corporate group. The plan included three recapitalizations, a possible redemption of preferred stock, a…
S corporation may use an F reorganization and QSub structure before a stock sale
The IRS ruled on a proposed restructuring in which an S corporation would transfer its stock to a newly formed corporation, make a qualified subchapter S subsidiary election, distribute retained…
What these documents are
- Private letter rulings (PLRs): A taxpayer asked the IRS to rule on a planned transaction before doing it. The ruling shows exactly how the IRS applied the Code to those facts.
- Technical advice memoranda (TAMs): The IRS National Office answering a question raised during an audit or other proceeding.
- Chief Counsel advice (CCAs): IRS lawyers advising their own field staff on how to apply the law.
- Determination letters: Rulings on exempt-organization matters, such as whether an organization qualifies under § 501(c)(3) or a foundation's grant procedures pass § 4945.
- Not precedent, still useful: Under 26 U.S.C. § 6110(k)(3) none of these can be cited as precedent. They remain the best public window into how the IRS actually rules on facts like yours, and practitioners read them for exactly that.