PDF document
- 1 -
                             Userid: CPM         Schema: instrx Leadpct: 100%                Pt. size: 9    Draft      Ok to Print
AH XSL/XML                   Fileid: … 65SCHB-2/201812/A/XML/Cycle05/source                              (Init. & Date) _______

Page 1 of 2                                                                                              15:37 - 18-Dec-2018

The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing.

                                                                                                         Department of the Treasury
                                                                                                         Internal Revenue Service
Instructions for Schedule B-2 

(Form 1065)

(December 2018)

Election Out of the Centralized Partnership Audit Regime

Section references are to the Internal Revenue it is required to issue a Schedule K-1 to     If the partnership has more than 15 
Code unless otherwise noted.                   any of the following partners.                partners, use Part IV to continue the list of 
                                               A partnership.                              partners.
Future Developments                            A trust.
For the latest information about               A foreign entity that would not be            Ineligible partner types.   Types of 
developments related to Schedule B-2           treated as a C corporation were it a          partners that will invalidate your election 
(Form 1065) and its instructions, such as      domestic entity.                              are the following.
legislation enacted after they were            A disregarded entity described in           Partnerships,
published, go to IRS.gov/Form1065.             Regulations 301.7701-2(c)(2)(i).              Trusts,
                                               An estate of an individual other than a     Foreign entities not treated as C 
What’s New                                     deceased partner.                             corporations if they were domestic 
                                               Any person that holds an interest in the    entities,
Bipartisan Budget Act.  The Bipartisan         partnership on behalf of another person.      Disregarded entities described in 
Budget Act of 2015 (BBA) created a new                                                       Regulations 301.7701-2(c)(2)(i),
                                                                                             Estates of individuals other than those 
centralized partnership audit regime           Who Must File                                 of deceased partners, and
effective for partnership tax years 
beginning after 2017. Section 6221(b) (as      Partnerships, including Real Estate           Persons that hold an interest in the 
amended by BBA) provides that certain          Mortgage Investment Conduits (REMIC),         partnership on behalf of another person.
partnerships with 100 or fewer partners        that elect out of the centralized partnership By completing Part I, you are making an 
may elect out of the centralized               audit regime must complete this form for      affirmative statement that all of the 
partnership audit regime. This schedule        every tax year that the election is to be     partners in the partnership meet eligibility 
was created to allow partnerships to elect     effective. If the form is not completed       requirements under section 6221(b)(1)(C), 
out of the centralized partnership audit       correctly, the IRS may determine that the     as amended by BBA, and you have 
regime.                                        election is not valid.                        provided all of the information required on 
                                                                                             this schedule.
Purpose of Form                                How To File                                   Part II—List of S Corporation Share-
Partnerships with 100 or fewer partners        This form must be attached to a timely        holders.    For each S corporation that is a 
can annually elect out of the centralized      filed (including extensions) Form 1065 (or    partner in the partnership, provide the 
partnership audit regime if each partner for   Form 1066 in the case of a REMIC) for         name of the S corporation and the U.S. 
the tax year is an individual, a C             every tax year the partnership is electing    TIN of the S corporation. If there is more 
corporation, a foreign entity that would be    out of the centralized partnership audit      than one S corporation that is a partner in 
treated as a C corporation were it             regime.                                       the partnership during the tax year, 
domestic, an S corporation, or an estate of                                                  complete a separate Part II (and Part V, if 
a deceased partner. For purposes of            Specific Instructions                         applicable) of this Schedule B-2 for each 
determining whether the partnership has        Part I—List of Eligible Partners. In          additional S corporation partner. For each 
100 or fewer partners, the partnership         column 1 provide the name of the partner      S corporation provide the correct name of 
must include, in the count of partners, all    required to be furnished a Schedule K-1       each shareholder for the tax year of the S 
shareholders of each S corporation that is     from the partnership for the tax year. In     corporation ending with or within the 
a partner. If a partnership makes an           column 2 provide the correct U.S. Tax         partnership tax year, the correct U.S. TIN 
election out of the centralized partnership    Identification Number (TIN) of the partner.   for each shareholder, and the type of 
audit regime, the partnership must             Inaccurate TINs will result in validation     person code. The following are codes 
complete and attach this form to the           errors, and the IRS may determine that the    available for S corporation shareholders.
partnership return for the tax year the        election is not valid. In column 3 provide    I— Individual
election is being made.                        the code for the type of eligible partner. If T—Trust
Eligible partnership. A partnership is an      the code is not one of the following, you     E— Estate of deceased shareholder
eligible partnership if it has 100 or fewer    may not elect out of the centralized          O—Other
eligible partners for the tax year. Whether    partnership audit regime. The following       The “Other” code includes pension plans 
the partnership has 100 or fewer partners      are the codes to be used in column 3 for      under section 401(a), including Employee 
is determined by adding the number of          eligible partners.                            Stock Ownership Plans (ESOPs); section 
Schedules K-1 required to be issued by         I— Individual                               501(c)(3) charitable organizations; or 
the partnership for the tax year plus the      C—Corporation                               eligible disregarded entities.
number of Schedules K-1 required to be         S—S corporation                               If there are more than 12 shareholders 
issued by each partner that is an S            E— Estate of deceased partner               for Part II, use Part V to continue the list of 
corporation to its shareholders for the tax    F— Foreign partner that would be            shareholders for that S corporation 
year of the S corporation ending with or       treated as a C corporation if it were a       partner.
within the partnership tax year. A             domestic entity                               Part III—Total Number of Schedules 
partnership is not an eligible partnership if                                                K-1 Required To Be Issued.    The 

Dec 18, 2018                                             Cat. No. 69661H



- 2 -
Page 2 of 2    Fileid: … 65SCHB-2/201812/A/XML/Cycle05/source                                    15:37 - 18-Dec-2018

The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing.

number of Schedules K-1 are determined        Line 1.  Enter the total number of         partners, complete Part IV—Continuation 
by adding the number of Schedules K-1         partners reported on Part I and Part IV.   List of Eligible Partners.
required to be issued by the partnership 
for the tax year plus the number of           Line 2.  Enter the total number of         Part V. Complete Part V if the Part II S 
Schedules K-1 required to be issued by        shareholders reported on Part II and Part  corporation partner is required to issue 
each partner that is an S corporation to its  V. Do not include the S corporation        Schedules K-1 to more than 12 
shareholders for the tax year of the S        partner(s) in this count since those       shareholders. Always include the name of 
corporation ending with or within the         partners should be included on Line 1.     the S corporation partner and U.S. TIN for 
                                                                                         the partner at the top of the page for the 
partnership tax year. Part III adds the total Line 3.  Add Line 1 and Line 2 and         grouping of shareholders that are listed. 
number of Schedules K-1 required to be        report the sum on Line 3. This number      Use the same instructions provided under 
issued by the partnership (as listed in Part  should not exceed 100. If it does, this    Part II.
I and Part IV) and the number of              partnership is not eligible to elect out. 
Schedules K-1 required to be issued by        Include this total on Form 1065, 
each S corporation partner (as listed in      Schedule B, Question 25.
Part II and Part V) to determine the total 
number of partners in the partnership for     Part IV. If the partnership is required to 
the tax year.                                 issue Schedules K-1 to more than 15 

                                                       -2-            Instructions for Schedule B-2 (Form 1065) (Dec. 2018)






PDF file checksum: 483038848

(Plugin #1/9.12/13.0)