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                                        Undistributed Capital Gains Tax Return 
Form   2438                                                                                                                                         OMB No. 1545-0123
(Rev. December 2020)                 ▶ Attach a copy of this form to Form 1120-RIC or to Form 1120-REIT. 
Department of the Treasury         ▶ Go to www.irs.gov/Form2438 for instructions and the latest information.
Internal Revenue Service 
For calendar year 20            or tax year beginning                                          , 20  , ending                                                        , 20
         Name of fund or REIT                                                                                       Employer identification number
Please 
Type     Number, street, and room or suite no. (If a P.O. box, see instructions.)
or 
Print    City or town, state, and ZIP code

Part I   Short-Term Capital Gains and Losses—Assets Held One Year or Less 
         (a) Description of property          (b) Date acquired   (c) Date sold                (d) Sales price        (e) Cost or                            (f) Gain or (loss) 
         (Example, 100 shares of Z Co.)         (mo., day, yr.)   (mo., day, yr.)              (see instructions)     other basis                               ((d) less (e)) 
                                                                                                                    (see instructions) 
1 

2      Short-term capital gain from installment sales from Form 6252, line 26 or 37 .               .     . .     . . .                     .    2 

3      Unused capital loss carryover (attach computation)  .      . .            . .      . .  .  . .     . .     . . .                     .    3  (                             )

4      Net short-term capital gain or (loss). Combine lines 1 through 3. See instructions  .                .     . . .                     .    4 
Part II  Long-Term            Capital Gains and Losses—Assets                    Held     More Than     One Year                                                          
5 

6      Gain from Form 4797, column (g), line 7 or 9  .     .    . . .            . .      . .  .  . .     . .     . . .                     .    6 

7      Long-term capital gain from installment sales from Form 6252, line 26 or 37  .               .     . .     . . .                     .    7 

8      Net long-term capital gain. Combine lines 5 through 7  .     .            . .      . .  .  . .     . .     . . .                     .    8 
Part III Summary of Parts I and II 
9 a    Net capital gain. Enter excess of net long-term capital gain (line 8) over net short-term capital loss 
       (line 4)  . .     .  . .  . .    . . . . .     . .  .    . . .            . .      . .  .  . .     . .     . . .                     .    9a 
b      Capital gain dividends      .    . . . . .     . .  .    . . .            . .      . .  .  . .     . .     . . .                     .    9b 
10     Undistributed capital gains. Subtract line 9b from line 9a  .             . .      . .  .  . .     . .     . . .                     .    10 
11     Amount  of  undistributed  capital  gains  on  line  10  designated  under  section  852(b)(3)(D)  or 
       857(b)(3)(C)  .      . .  . .    . . . . .     . .  .    . . .            . .      . .  .  . .     . .     . . .                     .    11 
12     Amount of undistributed capital gains not designated under section 852(b)
       (3)(D) or 857(b)(3)(C). Subtract line 11 from line 10. See instructions .            .  .    12 
13     Capital gains tax. Multiply line 11 by 21% (0.21) .      . . .            . .      . .  .  . .     . .     . . .                     .    13
       Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, 
Sign   correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
       ▲                                                                                                          ▲
Here
         Signature of officer                                                             Date                      Title
         Print/Type preparer’s name                   Preparer’s signature                                Date                                               PTIN
Paid                                                                                                                                        Check         if 
                                                                                                                                            self-employed
Preparer                      ▶                                                                                     Firm’s EIN  ▶
         Firm’s name      
         Firm’s address  
Use Only                      ▶                                                                                     Phone no.
For Paperwork Reduction Act Notice, see instructions.                                     Cat. No. 11856I                                        Form 2438 (Rev. 12-2020) 



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Form 2438 (Rev. 12-2020)                                                                                           Page 2 

General Instructions                      Who Must Sign                            Penalty for Late Payment of 
Section references are to the             Form 2438 must be signed and             Tax 
Internal Revenue Code.                    dated by:                                A RIC or REIT that doesn’t pay the  
                                          • The president, vice president,         tax when due may generally be 
Future Developments                       treasurer, assistant treasurer, chief    penalized  1/of21% of the unpaid tax 
For the latest information about          accounting officer; or                   for each month or part of a month 
                                                                                   the tax is not paid, up to a maximum 
developments related to Form 2438         • Any other corporate officer (such  
                                                                                   of 25% of the unpaid tax. The 
and its instructions, such as legislation as tax officer) authorized to sign. 
enacted after they were published, go                                              penalty won’t be imposed if the RIC 
to www.irs.gov/Form2438.                  If a return is filed on behalf of a RIC  or REIT can show that the failure to 
                                          or REIT by a receiver, trustee, or       pay on time was due to reasonable 
Who Must File                             assignee, the fiduciary must sign the    cause.
Regulated investment companies            return, instead of the corporate  
                                                                                   Reasonable cause determinations. 
(RICs) and real estate investment         officer. Returns and forms signed by a 
                                                                                   If the RIC or REIT receives a notice 
trusts (REITs) file Form 2438 if the      receiver or trustee in bankruptcy on 
                                                                                   about penalties after it files its return, 
RIC or REIT is electing to designate      behalf of a RIC or REIT must be 
                                                                                   send the IRS an explanation and we 
undistributed capital gains under         accompanied by a copy of the order  
                                                                                   will determine if the RIC or REIT 
section 852(b)(3)(D) or 857(b)(3)(C).     or instructions of the court authorizing 
                                                                                   meets the reasonable cause criteria. 
                                          signing of the return or form.
  If a RIC has more than one fund,                                                 Do not attach an explanation when 
                                          For a return that is being filed for a 
each fund must file a separate Form                                                the RIC’s or REIT’s return is filed.
                                          series fund (discussed in section 
2438. The term “fund” as used in                                                   Electronic Deposit 
                                          851(g)), the return may be signed by 
these instructions refers to the  
                                          any officer authorized to sign for the 
definition in section 851(g) and to                                                Requirement
                                          RIC in which the fund is a series.
any RIC that does not have more                                                    RICs and REITs must use electronic 
than one portfolio of assets.             If a corporate officer completes         funds transfers to make all federal 
                                          Form 2438, the paid preparer space       tax deposits (such as deposits of 
Purpose of Form                           should remain blank. Anyone who          employment tax, excise tax, and 
Form 2438 is used by RICs or REITs        prepares Form 2438 but doesn’t           corporate income tax). Generally, 
to figure income tax on undistributed     charge the RIC or REIT shouldn’t         electronic fund transfers are made 
capital gains designated under            sign the return. Generally, anyone       using the Electronic Federal Tax 
section 852(b)(3)(D) or section           who is paid to prepare Form 2438         Payment System (EFTPS). However, 
857(b)(3)(C).                             must sign it and fill in the Paid        if you don’t want to use EFTPS, you 
                                          Preparer Use Only area.                  can arrange for your tax 
  See the instructions for Schedule                                                professional, financial institution, 
D (Form 1120) and Form 8949 for a         Paid preparer. The paid preparer 
definition of capital assets and          must complete the Paid Preparer          payroll service, or other trusted third 
information on figuring and reporting     Use Only area (including signing the     party to make deposits on your 
capital gains and losses.                 form in the space provided for the       behalf. Also, you may arrange for 
                                          preparer’s signature) and give a         your financial institution to submit a 
When To File                              copy of Form 2438 to the taxpayer.       same-day tax wire payment 
                                                                                   (discussed below) on your behalf. 
File Form 2438 by the 30th day after      Penalty for Late Filing of               EFTPS is a free service provided by 
the end of the RIC’s or the REIT’s                                                 the Department of the Treasury. 
tax year.                                 Return 
                                                                                   Services provided by your tax 
                                          A RIC or REIT that doesn’t file its tax  professional, financial institution, 
Where To File                             return by the due date, including        payroll service, or other third party 
File the original form with the:          extensions, may be penalized 5% of       may have a fee. 
                                          the unpaid tax for each month or 
  Department of the Treasury              part of the month the return is late,    For more information about 
  Internal Revenue Service Center         up to a maximum of 25% of the            EFTPS, or to enroll in EFTPS, visit 
  Kansas City, MO 64999                   unpaid tax. The minimum penalty for      the EFTPS website at 
  In addition, attach a copy of Form      a return that is more than 60 days       www.eftps.gov or call 
2438 to Form 1120-RIC or Form             late is the smaller of the tax due or    1-800-555-4477 (TTY/TDD 
1120-REIT.                                $435. The penalty won’t be imposed       1-800-733-4829). 
                                          if the RIC or REIT can show that the     Depositing on time. For any deposit 
                                          failure to file on time was due to       made by EFTPS to be on time, the 
                                          reasonable cause.                        RIC or REIT must submit the deposit 
                                          Note: The minimum penalty amount         by 8 p.m. Eastern time on the day 
                                          may be adjusted for inflation. See       before the date the deposit is due. If 
                                          the instructions for your applicable     the RIC or REIT uses a third party to 
                                          income tax return for the minimum        make the deposits on its behalf, they 
                                          penalty amount for the current tax       may have different cutoff times.
                                          year. 



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Form 2438 (Rev. 12-2020)                                                                                     Page 3 

Same-day wire payment option. If        A RIC’s or REIT’s basis in an asset   You are not required to provide 
the RIC or REIT fails to submit a       it held on January 1, 2001, for which the information requested on a form 
deposit transaction on EFTPS by         the RIC or REIT made an election to   that is subject to the Paperwork 
8 p.m. Eastern time the day before      recognize any gain (under section     Reduction Act unless the form 
the date a deposit is due, it can still 311 of the Taxpayer Relief Act of     displays a valid OMB control 
make the deposit on time by using       1997) is the asset’s closing market   number. Books or records relating to 
the Federal Tax Collection Service      price or fair market value, whichever a form or its instructions must be 
(FTCS). To use the same-day wire        applies, on the date of the deemed    retained as long as their contents 
payment method, the RIC or REIT         sale and reacquisition, whether the   may become material in the 
will need to make arrangements with     deemed sale resulted in a gain or     administration of any Internal 
its financial institution ahead of time unallowed loss.                       Revenue law. Generally, tax returns 
regarding availability, deadlines, and                                        and return information are 
costs. Financial institutions may       Line 4                                confidential, as required by section  
charge a fee for payments made this     Enter any net short-term capital gain 6103.     
way. To learn more about the            from line 4 in Part I of Form 8949.   The time needed to complete and 
information the RIC or REIT will need   Also identify the gain as “Net short- file this form will vary depending on  
to provide to its financial institution term capital gain from line 4, Form   individual circumstances. The 
to make a same-day wire payment,        2438” in column (a) of Form 8949.     estimated burden for business 
visit the IRS website at www.irs.gov/   See Form 8949, Schedule D (Form       taxpayers filing this form is approved 
SameDayWire.                            1120), and the related instructions   under OMB control number 
                                        for details.                          1545-0123 and is included in the 
Specific Instructions                                                         estimates shown in the instructions 
                                        Line 12
Period covered. Fill in the tax year                                          for their business income tax return.
space at the top of the form.           Enter the amount from line 12 in  
                                                                              If you have comments concerning 
                                        Part II of Form 8949. Also identify 
                                                                              the accuracy of these time estimates 
Address. Include the suite, room, or    the gain as “Undistributed capital 
                                                                              or suggestions for making this form 
other unit number after the street      gains not designated (from Form 
                                                                              simpler, we would be happy to hear 
address. If the Post Office does not    2438)” in column (a) of Form 8949. 
                                                                              from you. You can send us 
deliver mail to the street address      See Form 8949, Schedule D (Form 
                                                                              comments from www.irs.gov/
and the RIC or REIT has a P.O. box,     1120), and the related instructions 
                                                                              FormComments. Or you can write to 
show the box number instead of the      for details. 
street address.                                                               the Internal Revenue Service, Tax 
Column (b)—Date acquired.  A            Line 13                               Forms and Publications Division, 
                                                                              1111 Constitution Ave. NW, IR-6526, 
RIC’s or REIT’s acquisition date for    Deposit the tax due by the 30th day   Washington, DC 20224.
an asset it held on January 1, 2001,    after the end of the tax year.
for which it made an election to  
                                                                              Do not send the tax form to this 
recognize any gain (under section       Paperwork  Reduction Act Notice. 
                                                                              office. Instead, see Where To File, 
311 of the Taxpayer Relief Act of       We ask for the information on this 
                                                                              earlier.
1997) is the date of the deemed sale    form to carry out the Internal 
and reacquisition.                      Revenue laws of the United States. 
Column (d). Enter either gross sales    You are required to give us the 
price or net sales price. If net sales  information. We need it to ensure 
price is entered, do not increase the   that you are complying with these 
cost or other basis in column (e) by    laws and to allow us to figure and 
any expenses reflected in the net       collect the right amount of tax. 
sales price. 
Lines 1 and 5 
Column (e). If gross sales price is 
reported in column (d), increase the 
cost or other basis by any expense 
of sale such as broker’s fees, 
commissions, or option premiums 
before entering an amount in 
column (e). 






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