Userid: CPM Schema: tipx Leadpct: 100% Pt. size: 10 Draft Ok to Print AH XSL/XML Fileid: … ons/p542/202401/a/xml/cycle06/source (Init. & Date) _______ Page 1 of 27 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Department of the Treasury Contents Internal Revenue Service Future Developments . . . . . . . . . . . . . . . . . . . . . . . 2 Photographs of Missing Children . . . . . . . . . . . . . . 2 Publication 542 (Rev. January 2024) Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Cat. No. 15072O Businesses Taxed as Corporations . . . . . . . . . . . . 2 Property Exchanged for Stock . . . . . . . . . . . . . . . . 3 Corporations Capital Contributions . . . . . . . . . . . . . . . . . . . . . . . 4 Filing and Paying Income Taxes . . . . . . . . . . . . . . . 5 Income Tax Return . . . . . . . . . . . . . . . . . . . . . . . 5 Penalties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Estimated Tax . . . . . . . . . . . . . . . . . . . . . . . . . . 6 U.S. Real Property Interest . . . . . . . . . . . . . . . . . 7 Estimated Tax Worksheet . . . . . . . . . . . . . . . . . . . . 7 Accounting Methods . . . . . . . . . . . . . . . . . . . . . . . 8 Accounting Periods . . . . . . . . . . . . . . . . . . . . . . . . 8 Recordkeeping . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Income, Deductions, and Special Provisions . . . . . 9 Costs of Going Into Business . . . . . . . . . . . . . . . . 9 Related Persons . . . . . . . . . . . . . . . . . . . . . . . . . 9 Corporate Preference Items . . . . . . . . . . . . . . . . 10 Dividends-Received Deduction . . . . . . . . . . . . . 10 Extraordinary Dividends . . . . . . . . . . . . . . . . . . 11 Below-Market Loans . . . . . . . . . . . . . . . . . . . . . 11 Charitable Contributions . . . . . . . . . . . . . . . . . . 12 Capital Losses . . . . . . . . . . . . . . . . . . . . . . . . . 13 Net Operating Losses . . . . . . . . . . . . . . . . . . . . 14 At-Risk Limits . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Passive Activity Limits . . . . . . . . . . . . . . . . . . . . 15 Figuring Tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Tax Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Base Erosion Minimum Tax . . . . . . . . . . . . . . . . 15 Corporate Alternative Minimum Tax (CAMT) . . . . 15 Credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Recapture Taxes . . . . . . . . . . . . . . . . . . . . . . . . 15 Accumulated Earnings Tax . . . . . . . . . . . . . . . . . . 15 Distributions to Shareholders . . . . . . . . . . . . . . . 16 Money or Property Distributions . . . . . . . . . . . . . 16 Distributions of Stock or Stock Rights . . . . . . . . . 16 Get forms and other information faster and easier at: Constructive Distributions . . . . . . . . . . . . . . . . . 17 • IRS.gov (English) • IRS.gov/Korean (한국어) Reporting Dividends and Other Distributions . . . . 17 • IRS.gov/Spanish (Español) • IRS.gov/Russian (Pусский) • IRS.gov/Chinese (中文) • IRS.gov/Vietnamese (Tiếng Việt) How To Get Tax Help . . . . . . . . . . . . . . . . . . . . . . . 19 Other Useful Forms for Corporations . . . . . . . . . . 23 Index . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 Feb 9, 2024 |
Page 2 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Although we can’t respond individually to each com- ment received, we do appreciate your feedback and will Future Developments consider your comments and suggestions as we revise For the latest information about developments related to our tax forms, instructions, and publications. Do not send Pub. 542, such as legislation enacted after it was tax questions, tax returns, or payments to the above ad- published, go to IRS.gov/Pub542. For changes that may dress. affect the current tax year, see the Instructions for Form Getting answers to your tax questions. If you have 1120 or the applicable instructions for the corporation’s a tax question not answered by this publication or the How tax return. To Get Tax Help section at the end of this publication, go to the IRS Interactive Tax Assistant page at IRS.gov/ Help/ITA where you can find topics by using the search What's New feature or viewing the categories listed. New corporate alternative minimum tax. For tax years Getting tax forms, instructions, and publications. beginning after 2022, the Inflation Reduction Act of 2022 Go to IRS.gov/Forms to download current and prior-year amended section 55 of the Internal Revenue Code to im- forms, instructions, and publications. pose a new corporate alternative minimum tax (CAMT) Ordering tax forms, instructions, and publications. based on the adjusted financial statement income (AFSI) Go to IRS.gov/OrderForms to order current forms, instruc- of an applicable corporation. See Corporate Alternative tions, and publications; call 800-829-3676 to order Minimum Tax (CAMT), later. prior-year forms and instructions. The IRS will process Form 1120-W now historical. Form 1120-W, Estimated your order for forms and publications as soon as possible. Tax for Corporations, and the Instructions for Form Do not resubmit requests you’ve already sent us. You can 1120-W are now historical. The 2022 revisions were the get forms and publications faster online. last revisions of both the form and its instructions. Prior versions are available on IRS.gov. Additional forms. A list of other forms and statements that a corporation may need to file is included at the end of this publication. Also, see the instructions for the corpo- ration’s tax return for additional forms and statements that Photographs of Missing may be required. Children Useful Items The Internal Revenue Service is a proud partner with the You may want to see: National Center for Missing & Exploited Children® (NCMEC). Photographs of missing children selected by Publication the Center may appear in instructions on pages that would 510 510 Excise Taxes (Including Fuel Tax Credits and otherwise be blank. You can help bring these children Refunds) home by looking at the photographs and calling 538 800-THE-LOST (800-843-5678) if you recognize a child. 538 Accounting Periods and Methods 544 544 Sales and Other Dispositions of Assets 550 550 Investment Income and Expenses Introduction 925 925 Passive Activity and At-Risk Rules This publication discusses the general tax laws that apply 946 946 How To Depreciate Property to ordinary domestic corporations. It provides supplemen- tal federal income tax information for corporations. It also supplements the information provided in the Instructions for Form 1120, U.S. Corporation Income Tax Return. How- Businesses Taxed as ever, the information given does not cover every situation Corporations and is not intended to replace the law or change its mean- ing. The rules used to determine whether a business is taxed Comments and suggestions. We welcome your com- as a corporation changed for businesses formed after ments about this publication and suggestions for future 1996. editions. Business formed before 1997. A business formed be- You can send us comments through IRS.gov/ fore 1997 and taxed as a corporation under the old rules FormComments. Or, you can write to: will generally continue to be taxed as a corporation. Internal Revenue Service Tax Forms and Publications 1111 Constitution Ave. NW, IR-6526 Washington, DC 20224 2 Publication 542 (1-2024) |
Page 3 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Business formed after 1996. The following businesses Personal services. Personal services include any ac- formed after 1996 are taxed as corporations. tivity performed in the fields of accounting, actuarial sci- ence, architecture, consulting, engineering, health (includ- • A business formed under a federal or state law that re- ing veterinary services), law, and the performing arts. fers to it as a corporation, body corporate, or body po- litic. Employee-owners. A person is an employee-owner of • A business formed under a state law that refers to it as a personal service corporation if both of the following ap- a joint-stock company or joint-stock association. ply. • An insurance company. 1. That person is an employee of the corporation or per- forms personal services for, or on behalf of, the corpo- • Certain banks. ration (even if that person is an independent contrac- • A business wholly owned by a state or local govern- tor for other purposes) on any day of the testing ment. period. • A business specifically required to be taxed as a cor- 2. That person owns any stock in the corporation at any poration by the Internal Revenue Code (for example, time during the testing period. certain publicly traded partnerships). Other rules. For other rules that apply to personal • Certain foreign businesses. service corporations, see Accounting Periods, later. • Any other business that elects to be taxed as a corpo- Closely held corporations. A corporation is closely held ration. if all of the following apply. 1. It is not a personal service corporation. Limited liability company (LLC). An LLC may be clas- 2. At any time during the last half of the tax year, more sified for federal income tax purposes as either a partner- than 50% of the value of its outstanding stock is, di- ship, a corporation, or an entity disregarded as an entity rectly or indirectly, owned by or for five or fewer indi- separate from its owner by applying the rules in Treasury viduals. “Individual” includes certain trusts and private Regulations section 301.7701-3. An LLC can elect to be foundations. treated as an association taxable as a corporation by filing Form 8832, Entity Classification Election. See the Instruc- For rules for determining stock ownership, see section 544 tions for Form 8832. For more information about LLCs, of the Internal Revenue Code. see Pub. 3402, Taxation of Limited Liability Companies. Other rules. For the at-risk rules that apply to closely held corporations, see At-Risk Limits, later. S corporations. Some corporations may meet the quali- fications for electing to be S corporations. For information on S corporations, see the Instructions for Form 1120-S. Property Exchanged for Stock Personal service corporations. A corporation is a per- sonal service corporation if it meets all of the following re- If you transfer property (or money and property) to a cor- quirements. poration in exchange for stock in that corporation (other 1. Its principal activity during the “testing period” is per- than nonqualified preferred stock), and immediately after- forming personal services (defined later). Generally, ward you are in control of the corporation, the exchange is the testing period for any tax year is the prior tax year. usually not taxable. This rule applies both to individuals If the corporation has just been formed, the testing pe- and to groups who transfer property to a corporation. It riod begins on the first day of its tax year and ends on also applies whether the corporation is being formed or is the earlier of: already operating. It does not apply in the following situa- tions. a. The last day of its tax year, or • The corporation is an investment company. b. The last day of the calendar year in which its tax • You transfer the property in a bankruptcy or similar year begins. proceeding in exchange for stock used to pay cred- 2. Its employee-owners substantially perform the serv- itors. ices in (1) above. This requirement is met if more than The stock is received in exchange for the corporation's • 20% of the corporation's compensation cost for its ac- debt (other than a security) or for interest on the cor- tivities of performing personal services during the poration's debt (including a security) that accrued testing period is for personal services performed by while you held the debt. employee-owners. See Property Exchanged for Stock in chapter 2 of Pub. 3. Its employee-owners own more than 10% of the fair 544 for more information. market value of its outstanding stock on the last day of the testing period. Publication 542 (1-2024) 3 |
Page 4 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Both the corporation and any person involved in a ! nontaxable exchange of property for stock must Capital Contributions CAUTION attach to their income tax returns for the year of the exchange, the complete statement of all facts perti- nent to the exchange required by Treasury Regulations This section explains the tax treatment of contributions section 1.351-3. from shareholders and nonshareholders. Paid-in capital. Generally, contributions to the capital of Control of a corporation. To be in control of a corpora- a corporation, whether or not by shareholders, are paid-in tion, you or your group of transferors must own, immedi- capital. These contributions are not taxable to the corpo- ately after the exchange, at least 80% of the total com- ration. However, after December 22, 2017, the following bined voting power of all classes of stock entitled to vote nonshareholder contributions to the capital of a corpora- and at least 80% of the outstanding shares of each class tion are not considered nontaxable paid-in capital. of nonvoting stock. • Any contribution in aid of construction or any other Loss on exchange. If you have a loss from an exchange contribution as a customer or potential customer. and own, directly or indirectly, more than 50% of the cor- • Any contribution by any civic group. poration's stock, you cannot deduct the loss. For more in- formation, see Nondeductible Loss under Sales and Ex- • Any contribution by any governmental entity. However, changes Between Related Persons in chapter 2 of Pub. see the special rule below. 544. For contributions made after December 31, 2020, a special rule applies to contributions to the capital of water Basis of stock or other property received. The basis and sewerage disposal utilities. Under the special rule, of the stock you receive is generally the adjusted basis of any amount of money or property received after Decem- the property you transfer. Increase this amount by any ber 31, 2020, as a contribution in aid of construction or a amount treated as a dividend, plus any gain recognized contribution to the capital of a regulated public utility that on the exchange. Decrease this amount by any cash you provides water or sewerage disposal services is eligible received, the fair market value of any other property you for exclusion from income under section 118 of the Inter- received, and any loss recognized on the exchange. Also nal Revenue Code. decrease this amount by the amount of any liability the corporation or another party to the exchange assumed Basis. The corporation's basis of property contributed to from you, unless payment of the liability gives rise to a de- capital by a shareholder is the same as the basis the duction when paid. shareholder had in the property, increased by any gain the Further decreases may be required when the corpora- shareholder recognized on the exchange. However, the in- tion or another party to the exchange assumes from you a crease for the gain recognized may be limited. For more liability that gives rise to a deduction when paid, if the ba- information, see Basis of property transferred above and sis of the stock would otherwise be higher than its fair section 362 of the Internal Revenue Code. market value on the date of the exchange. This rule does The basis of property contributed to capital by a person not apply if the entity assuming the liability acquired either other than a shareholder is zero. substantially all of the assets or the trade or business with If a corporation receives a cash contribution from a per- which the liability is associated. son other than a shareholder, the corporation must reduce the basis of any property acquired with the contribution The basis of any other property you receive is its fair during the 12-month period beginning on the day it re- market value on the date of the trade. ceived the contribution by the amount of the contribution. Basis of property transferred. A corporation that re- If the amount contributed is more than the cost of the ceives property from you in exchange for its stock gener- property acquired, then reduce, but not below zero, the ally has the same basis you had in the property, increased basis of the other properties held by the corporation on by any gain you recognized on the exchange. However, the last day of the 12-month period in the following order. the increase for the gain recognized may be limited. For 1. Depreciable property. more information, see section 362 of the Internal Revenue Code. 2. Amortizable property. If property is transferred to a corporation subject to sec- 3. Property subject to cost depletion but not to percent- tion 362(e)(2) of the Internal Revenue Code, the transferor age depletion. and the acquiring corporation may elect, under section 362(e)(2)(C), to reduce the transferor's basis in the stock 4. All other remaining properties. received instead of reducing the acquiring corporation's Reduce the basis of property in each category to zero basis in the property transferred. Once made, the election before going on to the next category. is irrevocable. For more information, see section 362(e)(2) There may be more than one piece of property in each and Treasury Regulations section 1.362-4. If an election is category. Base the reduction of the basis of each property made, a statement must be filed in accordance with Treas- on the following ratio. ury Regulations section 1.362-4(d)(3). 4 Publication 542 (1-2024) |
Page 5 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. return must generally file by the 15th day of the 4th month Basis of each piece of property after the short period ends. A corporation that has dis- Bases of all properties (within that category) solved must generally file by the 15th day of the 4th month after the date it dissolved. If the corporation wishes to make this adjustment in some However, a corporation with a fiscal tax year ending other way, it must get IRS approval. The corporation files a June 30 must file by the 15th day of the 3rd month after request for approval with its income tax return for the tax the end of its tax year. A corporation with a short tax year year in which it receives the contribution. ending anytime in June will be treated as if the short pe- riod ended June 30 and must file by the 15th day of the 3rd month after the end of its tax year. Filing and Paying Income If the due date falls on a Saturday, Sunday, or legal holi- day, the due date is extended to the next business day. Taxes Extension of time to file. File Form 7004, Application The federal income tax is a pay-as-you-go tax. A corpora- for Automatic Extension of Time To File Certain Business tion must generally make estimated tax payments as it Income Tax, Information, and Other Returns, to request an earns or receives income during its tax year. After the end extension of time to file a corporation’s income tax return. of the year, the corporation must file an income tax return. The IRS will grant the extension if the corporation com- This section will help you determine when and how to pay pletes the form properly, files it, and pays any tax due by and file corporate income taxes. the original due date for the return. Form 7004 does not extend the time for paying the tax For certain corporations affected by federally de- due on the return. Interest, and possibly penalties, will be TIP clared disasters such as hurricanes, the due charged on any part of the final tax due not shown as a dates for filing returns, paying taxes, and perform- balance due on Form 7004. The interest is figured from ing other time-sensitive acts may be extended. The IRS the original due date of the return to the date of payment. may also forgive the interest and penalties on any under- For more information, see the Instructions for Form paid tax for the length of any extension. For more informa- 7004. tion, visit IRS.gov/DisasterTaxRelief. How to pay your taxes. A corporation must pay its tax due in full no later than the due date for filing its tax return Income Tax Return (not including extensions). This section will help you determine when and how to re- Electronic Federal Tax Payment System (EFTPS). port a corporation's income tax. Corporations must generally use EFTPS to make deposits of all tax liabilities (including social security, Medicare, Who must file. Unless exempt under section 501 of the withheld income, excise, and corporate income taxes). For Internal Revenue Code, all domestic corporations in exis- more information on EFTPS and enrollment, visit tence for any part of a tax year (including corporations in www.eftps.gov. bankruptcy) must file an income tax return whether or not they have taxable income. Penalties Which form to file. A domestic entity electing to be clas- Generally, if the corporation receives a notice sified as an association taxable as a corporation must ! about interest and penalties after it files its return, generally file Form 1120, U.S. Corporation Income Tax Re- CAUTION send the IRS an explanation and we will deter- turn, to report its income, gains, losses, deductions, cred- mine if the corporation meets reasonable-cause criteria. its, and to figure its income tax liability. Certain organiza- Do not attach an explanation when the corporation's re- tions and entities must, or may elect to, file special returns. turn is filed. See the instructions for your income tax re- For more information, see Special Returns for Certain Or- turn. ganizations in the Instructions for Form 1120. Electronic filing. Corporations can generally electroni- Late filing of return. A corporation that does not file its cally file (e-file) Form 1120 and certain related forms, tax return by the due date, including extensions, may be schedules, and attachments. However, for returns filed on penalized 5% of the unpaid tax for each month or part of a or after January 1, 2024, corporations that file 10 or more month the return is late, up to a maximum of 25% of the returns are required to efile. However, these corporations unpaid tax. If the corporation is charged a penalty for late can request a waiver of the electronic filing requirements. payment of tax (discussed next) for the same period of For more information on electronic filing, see the Instruc- time, the penalty for late filing is reduced by the amount of tions for Form 1120, or the applicable instructions for your the penalty for late payment. A minimum penalty applies income tax return. for a return that is over 60 days late. The minimum penalty amount may be adjusted for inflation. See the Instructions When to file. Generally, a corporation must file its in- for Form 1120 (or the instructions for your applicable re- come tax return by the 15th day of the 4th month after the turn) for the minimum penalty amount for the current tax end of its tax year. A new corporation filing a short-period year. The penalty will not be imposed if the corporation Publication 542 (1-2024) 5 |
Page 6 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. can show the failure to file on time was due to a reasona- Example 2. Your corporation's tax year ends June 30. ble cause. Installment payments are due on October 15, December 15, March 15, and June 15. Note. If the corporation is charged a penalty for late If any due date falls on a Saturday, Sunday, or legal hol- payment of tax (discussed next) for the same period of iday, the installment is due on the next business day. time, the penalty for late filing is reduced by the amount of the penalty for late payment. How to figure each required installment. The Estima- ted Tax Worksheet, later, can be used to figure each re- Late payment of tax. A corporation that does not pay quired installment. Form 1120-W, Estimated Tax for Cor- the tax when due may be penalized half of 1% of the un- porations, is now historical. Prior versions are available on paid tax for each month or part of a month the tax is not IRS.gov paid, up to a maximum of 25% of the unpaid tax. The pen- You generally use one of the following two methods to alty will not be imposed if the corporation can show that figure each required installment. You should use the the failure to pay on time was due to a reasonable cause. method that yields the smallest installment payments. In these discussions, “return” generally refers to the corpora- Trust fund recovery penalty. If federal income, social tion's original return. However, an amended return is con- security, or Medicare taxes that a corporation must with- sidered the original return if it is filed by the due date (in- hold from employee wages are not withheld or are not de- cluding extensions) of the original return. posited or paid to the U.S. Treasury, the trust fund recov- ery penalty may apply. The penalty is the full amount of Method 1. Each required installment is 25% of the in- the unpaid trust fund tax. This penalty may apply to you if come tax the corporation will show on its return for the cur- these unpaid taxes cannot be immediately collected from rent year. the business. Method 2. Each required installment is 25% of the in- The trust fund recovery penalty may be imposed on all come tax shown on the corporation's return for the previ- persons who are determined by the IRS to be responsible ous year. for collecting, accounting for, and paying these taxes, and To use Method 2: who acted willfully in not doing so. A responsible person can be an officer or employee of 1. The corporation must have filed a return for the previ- a corporation, an accountant, or a volunteer director/ ous year, trustee. A responsible person may also include one who 2. The return must have been for a full 12 months, and signs checks for the corporation or otherwise has authority to cause the spending of business funds. 3. The return must have shown a positive tax liability (not “Willfully” means voluntarily, consciously, and intention- zero). ally. A responsible person acts willfully if the person knows Also, if the corporation is a large corporation, it can use the required actions are not taking place or recklessly dis- Method 2 to figure the first installment only. regards obvious and known risks to the government’s right to receive trust fund taxes. Large corporations. A large corporation is a corporation For more information on withholding and paying these that had, or whose predecessor had, taxable income of $1 taxes, see Pub. 15 (Circular E), Employer's Tax Guide. million or more for any of the 3 tax years immediately pre- ceding the current tax year, or if less, the number of years Other penalties. Other penalties can be imposed for the corporation has been in existence. For this purpose, negligence, substantial understatement of tax, reportable taxable income is modified to exclude net operating loss transaction understatements, and fraud. See sections and capital loss carrybacks or carryovers. 6662, 6662A, and 6663 of the Internal Revenue Code. Annualized income installment method and/or adjus- Estimated Tax ted seasonal installment method. If the corporation's income is expected to vary during the year because, for Generally, a corporation must make installment payments example, it operates its business on a seasonal basis, it if it expects its estimated tax for the year to be $500 or may be able to lower the amount of one or more required more. If the corporation does not pay the installments installments by using the annualized income installment when they are due, it could be subject to an underpay- method and/or the adjusted seasonal installment method. ment penalty. This section will explain how to avoid this For example, a ski shop, which receives most of its in- penalty. come during the winter months, may be able to benefit from using one or both of these methods in figuring one or When to pay estimated tax. Installment payments are more of its required installments. See sections 6655(e)(2) due by the 15th day of the 4th, 6th, 9th, and 12th months and 6655(e)(3) of the Internal Revenue Code. of the corporation's tax year. Refiguring required installments. If after the corpora- Example 1. Your corporation's tax year ends Decem- tion figures and deposits its estimated tax it finds that its ber 31. Installment payments are due on April 15, June tax liability for the year will be more or less than originally 15, September 15, and December 15. estimated, it may have to refigure its required installments to see if an underpayment penalty may apply. An 6 Publication 542 (1-2024) |
Page 7 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. immediate catch-up payment should be made to reduce 3. The corporation is a large corporation figuring its first any penalty resulting from the underpayment of any earlier required installment based on the prior year's tax. installments. How to pay estimated tax. A corporation is generally re- Underpayment penalty. If the corporation does not pay quired to use EFTPS to pay its taxes. See Electronic Fed- a required installment of estimated tax by its due date, it eral Tax Payment System (EFTPS), earlier. may be subject to a penalty. The penalty is figured sepa- rately for each installment due date. Therefore, the corpo- Quick refund of overpayments. A corporation that has ration may owe a penalty for an earlier due date, even if it overpaid its estimated tax for the tax year may be able to paid enough tax later to make up the underpayment. This apply for a quick refund. Use Form 4466, Corporation Ap- is true even if the corporation is due a refund when its re- plication for Quick Refund of Overpayment of Estimated turn is filed. Tax, to apply for a quick refund of an overpayment of esti- mated tax. A corporation can apply for a quick refund if the Form 2220. Use Form 2220, Underpayment of Esti- overpayment is: mated Tax by Corporations, to determine if a corporation is subject to the penalty for underpayment of estimated • At least 10% of its expected tax liability, and tax and to figure the amount of the penalty. • At least $500. If the corporation is charged a penalty, the amount of Use Form 4466 to figure the corporation's expected tax li- the penalty depends on the following three factors. ability and the overpayment of estimated tax. 1. The amount of the underpayment. File Form 4466 after the end of the corporation’s tax 2. The period during which the underpayment was due year, but before the corporation files its income tax return. and unpaid. Do not file Form 4466 before the end of the corporation's 3. The interest rate for underpayments published quar- tax year. An extension of time to file the corporation's in- terly by the IRS in the Internal Revenue Bulletin. come tax return will not extend the time for filing Form 4466. The IRS will act on the form within 45 days from the A corporation generally does not have to file Form 2220 date you file it. with its income tax return because the IRS will figure any penalty and bill the corporation. However, even if the cor- U.S. Real Property Interest poration does not owe a penalty, complete and attach the form to the corporation's tax return if any of the following If a domestic corporation acquires a U.S. real property in- apply. terest from a foreign person or firm, the corporation may 1. The annualized income installment method was used have to withhold tax on the amount it pays for the property. to figure any required installment. The amount paid includes cash, the fair market value of other property, and any assumed liability. If a domestic 2. The adjusted seasonal installment method was used corporation distributes a U.S. real property interest to a to figure any required installment. foreign person or firm, it may have to withhold tax on the Estimated Tax Worksheet Keep for Your Records Note. This worksheet may be used as a guide in figuring the required estimated tax installments. 1. Enter the expected taxable income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1. 2. Multiply line 1 by the maximum tax rate that is in effect for the applicable tax year. For example, in 2023 the maximum rate is 21%. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2. 3. Tax credits. For information on tax credits the corporation can take, see the instructions for Form 1120, Schedule J, Part I, lines 5a through 5e, or the instructions for the applicable lines and schedule of the corporation’s income tax return . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3. 4. Subtract line 3 from line 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4. 5. Other taxes. For information on other taxes the corporation may owe, see the instructions for Form 1120, Schedule J, or the instructions for the applicable lines and schedule of the corporation's income tax return . . . . . . . . . . . . . . . . . . 5. 6. Total tax. Add lines 4 and 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6. 7. Enter any credit for federal tax paid on fuels and other refundable credits. For information on other refundable credits, see the instructions for Form 1120, Schedule J, or the instructions for the applicable line of the corporation’s income tax return . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7. 8. Subtract line 7 from line 6. If the result is less than $500, the corporation is not required to make estimated tax payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8. 9. Enter the tax shown on the corporation’s prior year’s tax return. If the tax is zero or the tax year was for less than 12 months, skip this line and enter the amount from line 8 on line 10 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9. 10. Enter the smaller of line 8 or line 9. If the corporation is required to skip line 9, enter the amount from line 8 . . . . . . . . 10. 11. Required installments. Enter 25% of line 10. If the corporation uses the annualized income installment method, or adjusted seasonal installment method, or is a large corporation, an additional computation may be needed . . . . . . . 11. Publication 542 (1-2024) 7 |
Page 8 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. fair market value of the property. A corporation that fails to age of completion method described in section 460 of the withhold may be liable for the tax and any penalties and Internal Revenue Code. interest that apply. For more information, see section 1445 of the Internal Revenue Code; Pub. 515, Withholding of Mark-to-market accounting method. Generally, deal- Tax on Nonresident Aliens and Foreign Entities; Form ers in securities must use the mark-to-market accounting 8288, U.S. Withholding Tax Return for Dispositions by For- method described in section 475 of the Internal Revenue eign Persons of U.S. Real Property Interests; and Form Code. Under this method, any security held by a dealer as 8288-A, Statement of Withholding on Dispositions by For- inventory must be included in inventory at its fair market eign Persons of U.S. Real Property Interests. value. Any security not held as inventory at the close of the tax year is treated as sold at its fair market value on the last business day of the tax year. Any gain or loss must be taken into account in determining gross income. The Accounting Methods gain or loss taken into account is treated as ordinary gain or loss. An accounting method is a set of rules used to determine Dealers in commodities and traders in securities and when and how income and expenses are reported. Taxa- commodities can elect to use the mark-to-market account- ble income should be determined using the method of ac- ing method. counting regularly used in keeping the corporation's books and records. In all cases, the method used must clearly Change in accounting method. A corporation can show taxable income. change its method of accounting used to report taxable in- Generally, permissible methods include: come (for income as a whole or for the treatment of any material item). The corporation must file Form 3115, Appli- • Cash, cation for Change in Accounting Method. See the Instruc- • Accrual, or tions for Form 3115 and Pub. 538 for more information and exceptions. • Any other method authorized by the Internal Revenue Code. Section 481(a) adjustment. If the corporation's taxa- ble income for the current tax year is figured under a Accrual method. Generally, a corporation, other than a method of accounting different from the method used in qualified personal service corporation (as defined in sec- the preceding tax year, the corporation may have to make tion 448(d)(2) of the Internal Revenue Code), must use an an adjustment under section 481(a) of the Internal Reve- accrual method of accounting if it is not a small business nue Code to prevent amounts of income or expense from taxpayer (as defined in section 448(c) of the Internal Rev- being duplicated or omitted. The section 481(a) adjust- enue Code). A corporation engaged in farming operations ment period is generally 1 year for a net negative adjust- must also use an accrual method, unless it qualifies as a ment and 4 years for a net positive adjustment. However, small business taxpayer. exceptions to the general section 481(a) adjustment pe- riod may apply. Also, in some cases, a corporation can Under an accrual method of accounting, you generally elect to modify the section 481(a) adjustment period. The report income in the year it is earned and deduct or capi- corporation may have to complete the appropriate lines of talize expenses in the year incurred. The purpose of an Form 3115 to make an election. See the Instructions for accrual method of accounting is to match income and ex- Form 3115 for more information and exceptions. penses in the correct year. See Pub. 538 for additional information and special rules. Accounting Periods Expenses. Generally, an accrual basis taxpayer can deduct accrued expenses in the tax year when: A corporation must figure its taxable income on the basis of a tax year. A tax year is the annual accounting period a 1. All events that determine the liability have occurred, corporation uses to keep its records and report its income 2. The amount of the liability can be figured with reason- and expenses. Generally, a corporation can use either a able accuracy, and calendar year or a fiscal year as its tax year. Unless spe- cial rules apply, a corporation generally adopts a tax year 3. Economic performance takes place with respect to by filing its first federal income tax return using that tax the expense. year. For more information, see Pub. 538. There are exceptions to the economic performance rule Personal service corporation. A personal service cor- for certain items, including recurring expenses. See sec- poration must use a calendar year as its tax year unless: tion 461(h) of the Internal Revenue Code and the related regulations for the rules for determining when economic • It elects to use a 52-53-week tax year that ends with performance takes place. reference to the calendar year or tax year elected un- der section 444 of the Internal Revenue Code; Percentage of completion method. Long-term con- tracts (except for certain real property construction con- tracts) must generally be accounted for using the percent- 8 Publication 542 (1-2024) |
Page 9 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. • It can establish a business purpose for a different tax Related Persons year and obtains approval of the IRS (see the Instructions for Form 1128 and Pub. 538); or A corporation that uses an accrual method of accounting • It elects under section 444 to have a tax year other cannot deduct business expenses and interest owed to a than a calendar year. Use Form 8716, Election To related person who uses the cash method of accounting Have a Tax Year Other Than a Required Tax Year, to until the corporation makes the payment and the corre- make the election. sponding amount is includible in the related person's gross income. Determine the relationship as of the end of If a personal service corporation makes a section 444 the tax year for which the expense or interest would other- election, its deduction for certain amounts paid to em- wise be deductible. If a deduction is denied, the rule will ployee-owners may be limited. See Schedule H (Form continue to apply even if the corporation's relationship with 1120), Section 280H Limitations for a Personal Service the person ends before the expense or interest is includi- Corporation (PSC), to figure the maximum deduction. ble in the gross income of that person. These rules also deny the deduction of losses on the sale or exchange of Change of tax year. Generally, a corporation must get property between related persons. the consent of the IRS before changing its tax year by fil- ing Form 1128, Application To Adopt, Change, or Retain a Related persons. For purposes of this rule, the following Tax Year. However, under certain conditions, a corporation persons are related to a corporation. can change its tax year without getting the consent. For more information, see Form 1128 and Pub. 538. 1. Another corporation that is a member of the same controlled group (as defined in section 267(f) of the Internal Revenue Code). Recordkeeping 2. An individual who owns, directly or indirectly, more than 50% of the value of the outstanding stock of the A corporation should keep its records for as long as they corporation. may be needed for the administration of any provision of 3. A trust fiduciary, if the trust or the grantor of the trust the Internal Revenue Code. Usually records that support owns, directly or indirectly, more than 50% of the items of income, deductions, or credits on the return must value of the outstanding stock of the corporation. be kept for 3 years from the date the return is due or filed, whichever is later. Keep records that verify the corpora- 4. An S corporation, if the same persons own more than tion's basis in property for as long as they are needed to 50% in value of the outstanding stock of each corpo- figure the basis of the original or replacement property. ration. The corporation should keep copies of all filed returns. 5. A partnership, if the same persons own more than They help in preparing future and amended returns and in 50% in value of the outstanding stock of the corpora- the calculation of earnings and profits. tion and more than 50% of the capital or profits inter- est in the partnership. 6. Any employee-owner, if the corporation is a personal Income, Deductions, and service corporation (see Personal service corpora- tion, earlier), regardless of the amount of stock owned Special Provisions by the employee-owner. Rules on income and deductions that apply to individuals Ownership of stock. To determine whether an indi- also apply, for the most part, to corporations. However, the vidual directly or indirectly owns any of the outstanding following special provisions apply only to corporations. stock of a corporation, the following apply. 1. Stock owned, directly or indirectly, by or for a corpora- Costs of Going Into Business tion, partnership, estate, or trust, is treated as being owned proportionately by or for its shareholders, part- When you go into business, treat all eligible costs you in- ners, or beneficiaries. cur to get your business started as capital expenses. 2. An individual is treated as owning the stock owned, However, a corporation can elect to deduct a limited directly or indirectly, by or for the individual's family. amount of start-up or organizational costs. Any costs not Family includes only brothers and sisters (including deducted can be amortized. half brothers and half sisters), a spouse, ancestors, Start-up costs are costs for creating an active trade or and lineal descendants. business or investigating the creation or acquisition of an 3. Any individual owning (other than by applying (2) active trade or business. Organizational costs are the di- above) stock in a corporation, is treated as also own- rect costs of creating the corporation. ing the stock owned directly or indirectly by that indi- vidual's partner. For more information on deducting or amortizing start-up and organizational costs, see the instructions for 4. To apply (1), (2), or (3) above, stock constructively your income tax return. owned by a person under (1) is treated as actually Publication 542 (1-2024) 9 |
Page 10 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. owned by that person. But stock constructively owned Note. This deduction is not subject to the limit on de- by an individual under (2) or (3) is not treated as ac- duction for dividends related to dividends from domestic tually owned by the individual for applying either (2) or corporations, discussed below. (3) to make another person the constructive owner of that stock. Dividends from domestic corporations. A corporation can deduct, within certain limits, 50% of the dividends re- Reallocation of income and deductions. Where it is ceived if the corporation receiving the dividend owns less necessary to clearly show income or prevent tax evasion, than 20% of the corporation distributing the dividend. If the IRS can reallocate gross income, deductions, credits, the corporation owns 20% or more of the distributing cor- or allowances between two or more organizations, trades, poration's stock, it can, subject to certain limits, deduct or businesses owned or controlled directly, or indirectly, by 65% of the dividends received. the same interests. Ownership. For these rules, ownership is based on Complete liquidations. The disallowance of losses from the amount of voting power and value of the paying corpo- the sale or exchange of property between related persons ration's stock (other than certain preferred stock) that the does not apply to liquidating distributions. receiving corporation owns. More information. For more information about the rela- Small business investment companies. Small busi- ted person rules, see Pub. 544. ness investment companies can deduct 100% of the divi- dends received from taxable domestic corporations. Corporate Preference Items Dividends from regulated investment companies. Regulated investment company dividends received are A corporation must make special adjustments to certain subject to certain limits. Capital gain dividends received items before it takes them into account in determining its from a regulated investment company do not qualify for taxable income. These items are known as “corporate the deduction. For more information, see section 854 of preference items” and they include the following. the Internal Revenue Code. • Gain on the disposition of section 1250 property. For more information, see Section 1250 Property un- No deduction allowed for certain dividends. Corpora- der Depreciation Recapture in chapter 3 of Pub. 544. tions cannot take a deduction for dividends received from the following entities. • Percentage depletion for iron ore and coal (in- cluding lignite). 1. A real estate investment trust (REIT). • Amortization of pollution control facilities. For 2. A corporation exempt from tax under section 501 or more information, see section 291(a)(4) of the Internal 521 of the Internal Revenue Code either for the tax Revenue Code. year of the distribution or the preceding tax year. • Mineral exploration and development costs. 3. A corporation whose stock was held less than 46 days For more information on corporate preference items, see during the 91-day period beginning 45 days before the section 291 of the Internal Revenue Code. stock became ex-dividend with respect to the divi- dend. “Ex-dividend” means the holder has no rights to the dividend. Dividends-Received Deduction 4. A corporation whose dividends were received on any A corporation can deduct a percentage of certain divi- share of preferred stock that are attributable to peri- dends received during its tax year. This section discusses ods totaling more than 366 days if such stock was the general rules that apply. The deduction is figured on held for less than 91 days during the 181-day period Form 1120, Schedule C, or the applicable schedule of that began 90 days before the ex-dividend date. your income tax return. For more information, see the In- 5. Any corporation, if your corporation is under an obli- structions for Form 1120, or the instructions for your appli- gation (pursuant to a short sale or otherwise) to make cable income tax return. related payments with respect to positions in substan- Dividends from foreign corporations. Generally, 100% tially similar or related property. of the foreign-source portion of dividends (and items trea- Dividends on deposits. Dividends on deposits or with- ted as dividends) from 10%-owned foreign corporations drawable accounts in domestic building and loan associa- may be deducted. The stock with respect to which such tions, mutual savings banks, cooperative banks, and simi- dividends are received must meet a special 365-day hold- lar organizations are interest, not dividends. They do not ing period and does not include certain “hybrid” dividend qualify for this deduction. payments. See Form 1120, Schedule C (or the applicable schedule of your income tax return), for details regarding Limit on deduction for dividends. The total deduction this deduction. Also see the Instructions for Form 1120 or for dividends received or accrued is generally limited (in the instructions for your applicable income tax return. the following order) to: 10 Publication 542 (1-2024) |
Page 11 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. 1. 65% of the difference between taxable income and Extraordinary Dividends the 100% deduction allowed for dividends received from affiliated corporations, or by a small business in- If a corporation receives an extraordinary dividend on vestment company, for dividends received or accrued stock held 2 years or less before the dividend announce- from 20%-owned corporations; then ment date, it must generally reduce its basis in the stock by the nontaxed part of the dividend. The nontaxed part is 2. 50% of the difference between taxable income (re- any dividends-received deduction allowable for the divi- duced by total dividends received from 20%-owned dends. corporations) and the 100% deduction allowed for div- idends received from affiliated corporations, or by a Extraordinary dividend. An extraordinary dividend is small business investment company, for dividends re- any dividend on stock that equals or exceeds a certain ceived or accrued from less-than-20%-owned corpo- percentage of the corporation's adjusted basis in the rations (reducing taxable income by the total divi- stock. The percentages are: dends received from 20%-owned corporations). 1. 5% for stock preferred as to dividends, or Figuring the limit. In figuring the limit, determine taxa- ble income without the following items. 2. 10% for other stock. 1. The net operating loss deduction. Treat all dividends received that have ex-dividend dates within an 85-consecutive-day period as one dividend. 2. The deduction under section 199A for income attribut- Treat all dividends received that have ex-dividend dates able to domestic production activities of specified ag- within a 365-consecutive-day period as extraordinary divi- ricultural or horticultural cooperatives. dends if the total of the dividends exceeds 20% of the cor- 3. The deduction allowed by sections 243(a)(1) and poration's adjusted basis in the stock. 245(a) of the Internal Revenue Code. Disqualified preferred stock. Any dividend on disquali- 4. The deduction allowed by section 250 of the Internal fied preferred stock is treated as an extraordinary dividend Revenue Code. regardless of the period of time the corporation held the stock. 5. Any adjustment due to the nontaxable part of an ex- Disqualified preferred stock is any stock preferred as to traordinary dividend (see Extraordinary Dividends, dividends if any of the following apply. later). 1. The stock when issued has a dividend rate that de- 6. Any capital loss carryback to the tax year. clines (or can reasonably be expected to decline) in Effect of net operating loss. If a corporation has a the future. net operating loss (NOL) for a tax year, the limit of 65% (or 2. The issue price of the stock exceeds its liquidation 50%) of taxable income does not apply. To determine rights or stated redemption price. whether a corporation has an NOL, figure the divi- dends-received deduction without the 65% (or 50%) of 3. The stock is otherwise structured to avoid the rules for taxable income limit. extraordinary dividends and to enable corporate shareholders to reduce tax through a combination of Example 1. A corporation loses $75,000 from opera- dividends-received deductions and loss on the dispo- tions. It receives $100,000 in dividends from a sition of the stock. 20%-owned corporation. Its taxable income is $25,000 ($100,000 – $75,000) before the deduction for dividends More information. For more information on extraordinary received. If it claims the full dividends-received deduction dividends, see section 1059 of the Internal Revenue of $65,000 ($100,000 × 65%) and combines it with an op- Code. erations loss of $75,000, it will have an NOL of ($40,000). Therefore, the 65% of taxable income limit does not apply. Below-Market Loans The corporation can deduct the full $65,000. If a corporation receives a below-market loan and uses Example 2. Assume the same facts as in Example 1, the proceeds for its trade or business, it may be able to except that the corporation only loses $30,000 from oper- deduct the forgone interest as well as any interest the cor- ations. Its taxable income is $70,000 before the deduction poration actually paid or accrued. for dividends received. After claiming the dividends-re- A below-market loan is a loan on which no interest is ceived deduction of $65,000 ($100,000 × 65%), its taxa- charged or on which interest is charged at a rate below the ble income is $5,000. Because the corporation will not applicable federal rate. A below-market loan is generally have an NOL after applying a full dividends-received de- treated as an arm's-length transaction in which the bor- duction, its allowable dividends-received deduction is limi- rower is considered as having received both the following. ted to 65% of its taxable income, or $45,500 ($70,000 × 65%). • A loan in exchange for a note that requires payment of interest at the applicable federal rate. • An additional payment in an amount equal to the for- gone interest. Publication 542 (1-2024) 11 |
Page 12 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. The borrower treats the additional payment as a gift, divi- 4. Any deduction for income attributable to domestic dend, contribution to capital, payment of compensation, or production activities of specified agricultural or horti- other payment, depending on the substance of the trans- cultural cooperatives. action. 5. Any net operating loss carryback to the tax year. Foregone interest. For any period, forgone interest is 6. Any capital loss carryback to the tax year. equal to: Carryover of excess contributions. You can carry 1. The interest that would be payable for that period if in- over, within certain limits, to each of the subsequent 5 terest accrued on the loan at the applicable federal years any charitable contributions made during the current rate and was payable annually on December 31, mi- year that exceed the 10% limit. You lose any excess not nus used within that period. Do not deduct a carryover of ex- 2. Any interest actually payable on the loan for the pe- cess contributions in the carryover year until after you de- riod. duct contributions made in that year (subject to the 10% limit). You cannot deduct a carryover of excess contribu- More information. For more information on below-mar- tions to the extent it increases a net operating loss carry- ket loans, including information on demand loans, gift over. loans, and term loans, see section 7872 of the Internal Revenue Code, the related regulations, and chapter 1 of Farmers, ranchers, or Native Corporations. Corpora- Pub. 550, Investment Income and Expenses. tions that are farmers, ranchers, or Native Corporations, see section 170(b)(2) of the Internal Revenue Code for special rules that may affect the deduction limit. Charitable Contributions Cash contributions. A corporation must maintain a re- A corporation can claim a limited deduction for charitable cord of any contribution of cash, check, or other monetary contributions made in cash or other property. The contri- contribution, regardless of the amount. The record can be bution is deductible if made to, or for the use of, a qualified a bank record, receipt, letter, or other written communica- organization. For more information on qualified organiza- tion from the donee indicating the name of the organiza- tions, see Pub. 526, Charitable Contributions. Also, see tion, the date of the contribution, and the amount of the Tax-Exempt Organization Search at IRS.gov/Charities, the contribution. Keep the record of the contribution with the online search tool for finding information on organizations other corporate records. Do not attach the records to the eligible to receive tax-deductible contributions. corporation's return. For more information on cash contri- Note. You cannot take a deduction if any of the net butions, see Pub. 526. earnings of an organization receiving contributions benefit Gifts of $250 or more. Generally, no deduction is al- any private shareholder or individual. lowed for any contribution of $250 or more unless the cor- poration gets a written acknowledgement from the donee Cash method corporation. A corporation using the organization. The acknowledgement should show the cash method of accounting deducts contributions in the amount of cash contributed, a description of the property tax year paid. contributed (but not its value), and either gives a descrip- tion and a good faith estimate of the value of any goods or Accrual method corporation. A corporation using an services provided in return for the contribution or states accrual method of accounting can choose to deduct un- that no goods or services were provided in return for the paid contributions for the tax year the board of directors contribution. The acknowledgement must be obtained by authorizes them if it pays them by the due date for filing the due date (including extensions) of the return, or, if ear- the corporation’s tax return (not including extensions). lier, the date the return was filed. Keep the acknowledge- Make the choice by reporting the contribution on the cor- ment with other corporate records. Do not attach the ac- poration's return for the tax year. Attach a declaration stat- knowledgement to the return. ing that the board of directors adopted the resolution dur- ing the tax year. The declaration must include the date the Contributions of property other than cash. If a corpo- resolution was adopted. ration (other than a closely held or a personal service cor- poration) claims a deduction of more than $500 for contri- Limitations on deduction. A corporation cannot deduct butions of property other than cash, a schedule describing charitable contributions that exceed 10% of its taxable in- the property and the method used to determine its fair come for the tax year. Figure taxable income for this pur- market value must be attached to the corporation's return. pose without the following. In addition, the corporation should keep a record of: 1. The deduction for charitable contributions. • The approximate date and manner of acquisition of 2. The dividends-received deduction. the donated property, and 3. The deduction allowed under section 249 of the Inter- • The cost or other basis of the donated property held nal Revenue Code for bond premium. by the donor for less than 12 months prior to contribu- tion. 12 Publication 542 (1-2024) |
Page 13 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Closely held and personal service corporations must of the donated inventory or property. This deduction may complete and attach Form 8283, Noncash Charitable be allowed for certain contributions of the following. Contributions, to their returns if they claim a deduction of • Certain inventory and other property made to a donee more than $500 for noncash contributions. For all other organization and used solely for the care of the ill, the corporations, if the deduction claimed for donated prop- needy, and infants. Special rules apply to qualified erty exceeds $5,000, complete Form 8283 and attach it to contributions of “apparently wholesome food” (see the corporation's return. section 170(e)(3)(C) of the Internal Revenue Code). A corporation must obtain a qualified appraisal for all deductions of property claimed in excess of $5,000. A • Scientific property constructed by the corporation qualified appraisal is not required for the donation of cash, (other than an S corporation, personal holding com- publicly traded securities, inventory, and any qualified ve- pany, or personal service corporation) and donated no hicles sold by a donee organization without any significant later than 2 years after substantial completion of the intervening use or material improvement. The appraisal construction. The property must be donated to a quali- should be maintained with other corporate records and fied organization and its original use must be by the only attached to the corporation's return when the deduc- donee for research, experimentation, or research tion claimed exceeds $500,000 ($20,000 for donated art training within the United States in the area of physical work). or biological science. See Form 8283 for more information. Contributions to organizations conducting lobbying Qualified conservation contributions. If a corpora- activities. Contributions made to an organization that tion makes a qualified conservation contribution, the cor- conducts lobbying activities are not deductible if: poration must provide information regarding the legal in- terest being donated, the fair market value of the • The lobbying activities relate to matters of direct finan- cial interest to the donor's trade or business, and underlying property before and after the donation, and a description of the conservation purpose for which the • The principal purpose of the contribution was to avoid property will be used. For more information, see section federal income tax by obtaining a deduction for activi- 170(h) of the Internal Revenue Code. ties that would have been nondeductible under the lobbying expense rules if conducted directly by the do- Contributions of used vehicles. A corporation is al- nor. lowed a deduction for the contribution of used motor vehi- cles, boats, and airplanes. The deduction is limited, and More information. For more information on charitable other special rules apply. For more information, see Pub. contributions, including substantiation and recordkeeping 526. requirements, see section 170 of the Internal Revenue Reduction for contributions of certain property. Code, the related regulations, and Pub. 526. For a charitable contribution of property, the corporation must reduce the contribution by the sum of: Capital Losses • The ordinary income and short-term capital gain that A corporation can deduct capital losses only up to the would have resulted if the property were sold at its fair amount of its capital gains. In other words, if a corporation market value; and has an excess capital loss, it cannot deduct the loss in the • For certain contributions, the long-term capital gain current tax year. Instead, it carries the loss to other tax that would have resulted if the property were sold at its years and deducts it from any net capital gains that occur fair market value. in those years. The reduction for the long-term capital gain applies to: A capital loss is carried to other years in the following • Contributions of tangible personal property for use by order. an exempt organization for a purpose or function unre- 1. 3 years prior to the loss year. lated to the basis for its exemption; • Contributions of any property to or for the use of cer- 2. 2 years prior to the loss year. tain private foundations except for stock for which mar- 3. 1 year prior to the loss year. ket quotations are readily available; and 4. Any loss remaining is carried forward for 5 years. • Contributions of any patent, certain copyrights, trade- mark, trade name, trade secret, know-how, software When you carry a net capital loss to another tax year, treat (that is a section 197 intangible), or similar property, or it as a short-term loss. It does not retain its original identity applications or registrations of such property. as long term or short term. Larger deduction. A corporation (other than an S cor- Example. A calendar year corporation has a net poration) may be able to claim a deduction equal to the short-term capital gain of $3,000 and a net long-term capi- lesser of (a) the basis of the donated inventory or property tal loss of $9,000. The short-term gain offsets some of the plus half of the inventory’s or property's appreciation (gain long-term loss, leaving a net capital loss of $6,000. The if the donated inventory or property was sold at fair market corporation treats this $6,000 as a short-term loss when value on the date of the donation), or (b) two times basis carried back or forward. Publication 542 (1-2024) 13 |
Page 14 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. The corporation carries the $6,000 short-term loss 2. A corporation must make different modifications to its back 3 years. In year 1, the corporation had a net taxable income in the carryback or carryforward year short-term capital gain of $8,000 and a net long-term capi- when figuring how much of the NOL is used and how tal gain of $5,000. It subtracts the $6,000 short-term loss much is carried over to the next year. first from the net short-term gain. This results in a net capi- 3. A corporation uses different forms when claiming an tal gain for year 1 of $7,000. This consists of a net NOL deduction. short-term capital gain of $2,000 ($8,000 − $6,000) and a net long-term capital gain of $5,000. 4. A corporation is not subject to section 461, which lim- its the amount of losses from the trades or businesses S corporation status. A corporation may not carry a of noncorporate taxpayers. capital loss from, or to, a year for which it is an S corpora- tion. For more information, including how to figure the NOL deduction for the current tax year and any carryback or Rules for carryover and carryback. When carrying a carryforward, see the Instructions for Form 1139, and the capital loss from 1 year to another, the following rules ap- instructions for the corporation's tax return. ply. • When figuring the current year's net capital loss, you At-Risk Limits cannot combine it with a capital loss carried from an- other year. In other words, you can carry capital losses The at-risk rules limit your losses from most activities to only to years that would otherwise have a total net your amount at risk in the activity. The at-risk limits apply capital gain. to certain closely held corporations (other than S corpora- • If you carry capital losses from 2 or more years to the tions). same year, deduct the loss from the earliest year first. The amount at risk generally equals: • You cannot use a capital loss carried from another • The money and the adjusted basis of property contrib- year to produce or increase a net operating loss in the uted by the taxpayer to the activity, and year to which you carry it back. • The money borrowed for the activity. Refunds. When you carry back a capital loss to an earlier tax year, refigure your tax for that year. If your corrected Closely held corporation. For the at-risk rules, a corpo- tax is less than the tax you originally owed, use either ration is a closely held corporation if, at any time during Form 1139, Corporate Application for Tentative Refund, or the last half of the tax year, more than 50% in value of its Form 1120X, Amended U.S. Corporation Income Tax Re- outstanding stock is owned directly or indirectly by, or for, turn, to apply for a refund. five or fewer individuals. To figure if more than 50% in value of the stock is Form 1139. A corporation can get a refund faster by owned by five or fewer individuals, apply the following using Form 1139. It cannot file Form 1139 before filing the rules. return for the corporation's capital loss year, but it must file Form 1139 no later than 1 year after the year it sustains 1. Stock owned, directly or indirectly, by or for a corpora- the capital loss. tion, partnership, estate, or trust is considered owned proportionately by its shareholders, partners, or bene- Form 1120X. If the corporation does not file Form ficiaries. 1139, it must file Form 1120X to apply for a refund. The corporation must file the Form 1120X within 3 years of the 2. An individual is considered to own the stock owned, due date, including extensions, for filing the return for the directly or indirectly, by or for their family. Family in- year in which it sustains the capital loss. cludes only brothers and sisters (including half broth- ers and half sisters), a spouse, ancestors, and lineal descendants. Net Operating Losses 3. If a person holds an option to buy stock, they are con- A corporation generally figures and deducts a net operat- sidered to be the owner of that stock. ing loss (NOL) the same way an individual, estate, or trust does. For more information on these general rules, includ- 4. When applying (1) or (2) above, stock considered ing the sequencing rule for when the corporation carries owned by a person under (1) or (3) above is treated two of more NOLs to the same year, see Pub. 536, Net as actually owned by that person. Stock considered Operating Losses (NOLs) for Individuals, Estates, and owned by an individual under (2) is not treated as Trusts. owned by the individual for again applying (2) to con- sider another the owner of that stock. A corporation's NOL generally differs from individual, estate, and trust NOLs in the following ways. 5. Stock that may be considered owned by an individual under either (2) or (3) above is considered owned by 1. A corporation can take different deductions when fig- the individual under (3). uring an NOL. More information. For more information on the at-risk limits, see Pub. 925, Passive Activity and At-Risk Rules. 14 Publication 542 (1-2024) |
Page 15 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Passive Activity Limits may exclude the CAMT tax liability when calculating the required annual tax payment on Form 2220. See the in- The passive activity rules generally limit your losses from structions for the 2023 Form 2220. passive activities to your passive activity income. Gener- ally, you are in a passive activity if you have a trade or Credits business activity in which you do not materially participate during the tax year, or you have a rental activity. A corporation's tax liability is reduced by allowable credits. The passive activity rules apply to personal service cor- The following list includes some of the credits available to porations and closely held corporations other than S cor- corporations. porations. • Foreign tax credit (see Form 1118). Corporations subject to the passive activity limitations • Any qualified electric vehicle passive activity credit must complete Form 8810. For more information on the from prior years allowed for the current year from Form passive activity limits, see the Instructions for Form 8810 8834. See Form 8810, Corporate Passive Activity and Pub. 925. Loss and Credit Limitations, to see if a credit is al- lowed for the current year for personal service corpo- rations and closely held corporations. Figuring Tax • General business credit (see Form 3800 and the In- structions for Form 3800). After you figure a corporation's taxable income, you figure its tax. This section discusses the tax rates, credits, and • Credit for prior year minimum tax, if applicable (see recapture taxes. Form 8827). • Bond credits (see Form 8912). Tax Rates • Refundable credits. See the instructions for the corpo- ration's income tax return for a list of refundable cred- Corporations, including qualified personal service corpo- its that may be allowed for the current tax year. rations, figure their tax by multiplying taxable income by 21% (0.21). If the corporation is a member of a controlled group, the corporation must also complete Schedule O Recapture Taxes (Form 1120), Consent Plan and Apportionment Schedule A corporation's tax liability is increased if it recaptures for a Controlled Group, to report the apportionment of cer- credits it has taken in prior years. The following list in- tain tax benefits between the members of the group. See cludes some credits a corporation may need to recapture. Schedule O (Form 1120) and the Instructions for Sched- ule O (Form 1120) for more information. • Investment credit (see the Instructions for Form 4255). • Low-income housing credit (see the Instructions for Base Erosion Minimum Tax Form 8611). • New markets credit (see the Instructions for Form If a corporation has gross receipts of at least $500 million 8874). in any 1 of the 3 tax years preceding the current tax year, a tax equal to the base erosion minimum tax amount for the • Employer-provided childcare facilities and services tax year may be imposed. This tax is reported using Form credit (see the Instructions for Form 8882). 8991. See the Instructions for Form 8991 for additional in- • Indian employment credit (see the Instructions for formation. Form 8845). See the Instructions for Form 3800 for additional credits Corporate Alternative Minimum Tax that may be subject to recapture. Also see the instructions (CAMT) for the corporation's tax return. For tax years beginning after 2022, section 55 of the Inter- nal Revenue Code imposes a new corporate alternative minimum tax (CAMT) based on the adjusted financial Accumulated Earnings Tax statement income of an applicable corporation. Unless a A corporation can accumulate its earnings for a possible filing exclusion applies, a corporation must use Form expansion or other bona fide business reasons. However, 4626, Alternative Minimum Tax—Corporations, to deter- if a corporation allows earnings to accumulate beyond the mine whether it is an applicable corporation, and if classi- reasonable needs of the business, it may be subject to an fied as an applicable corporation, to calculate CAMT. See accumulated earnings tax of 20%. If the accumulated Form 4626 and the Instructions for Form 4626. Also, see earnings tax applies, interest applies to the tax from the the Instructions for Form 1120 or the instructions for the date the corporate return was originally due, without ex- applicable corporation's tax return. tensions. Note. For tax year 2023 for purposes of figuring any To determine if the corporation is subject to this tax, first penalty for underpayment of tax, applicable corporations treat an accumulation of $250,000 or less generally as Publication 542 (1-2024) 15 |
Page 16 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. within the reasonable needs of most businesses. Treat an Money or Property Distributions accumulation of $150,000 or less as within the reasonable needs of a business whose principal function is perform- Most distributions are in money, but they may also be in ing services in the fields of accounting, actuarial science, stock or other property. For this purpose, “property” gener- architecture, consulting, engineering, health (including ally does not include stock in the corporation or rights to veterinary services), law, and the performing arts. acquire this stock. However, see Distributions of Stock or Stock Rights, later. In determining if the corporation has accumulated earn- ings and profits beyond its reasonable needs, value the A corporation generally does not recognize a gain or listed and readily marketable securities owned by the cor- loss on the distributions covered by the rules in this sec- poration and purchased with its earnings and profits at net tion. However, see Gain from property distributions, later. liquidation value, not at cost. Amount distributed. The amount of a distribution is gen- Reasonable needs of the business include the follow- erally the amount of any money paid to the shareholder ing. plus the fair market value (FMV) of any property transfer- • Specific, definite, and feasible plans for use of the red to the shareholder. However, this amount is reduced earnings accumulation in the business. (but not below zero) by the following liabilities. • The amount necessary to redeem the corporation's • Any liability of the corporation the shareholder as- stock included in a deceased shareholder's gross es- sumes in connection with the distribution. tate, if the amount does not exceed the reasonably an- • Any liability to which the property is subject immedi- ticipated total estate and inheritance taxes and funeral ately before, and immediately after, the distribution. and administration expenses incurred by the share- holder's estate. The FMV of any property distributed to a shareholder be- comes the shareholder's basis in that property. The absence of a bona fide business reason for a cor- poration's accumulated earnings may be indicated by Gain from property distributions. A corporation will many different circumstances, such as a lack of regular recognize a gain on the distribution of property to a share- distributions to its shareholders or withdrawals by the holder if the FMV of the property is more than its adjusted shareholders classified as personal loans. However, ac- basis. This is generally the same treatment the corpora- tual moves to expand the business generally qualify as a tion would receive if the property were sold. However, for bona fide use of the accumulations. this purpose, the FMV of the property is the greater of the following amounts. The fact that a corporation has an unreasonable accu- mulation of earnings is sufficient to establish liability for • The actual FMV. the accumulated earnings tax unless the corporation can • The amount of any liabilities the shareholder assumed show the earnings were not accumulated to allow its indi- in connection with the distribution of the property. vidual shareholders to avoid income tax. If the property was depreciable or amortizable, the cor- poration may have to treat all or part of the gain as ordi- nary income from depreciation recapture. For more infor- Distributions to Shareholders mation on depreciation recapture and the sale of business property, see Pub. 544. This section discusses corporate distributions of money, stock, or other property to a shareholder with respect to the shareholder's ownership of stock. However, this sec- Distributions of Stock or Stock Rights tion does not discuss the special rules that apply to the Distributions by a corporation of its own stock are com- following distributions. See the applicable sections of the monly known as “stock dividends.” Stock rights (also Internal Revenue Code. known as “stock options”) are distributions by a corpora- • Distributions in redemption of stock (section 302). tion of rights to acquire its stock. Distributions of stock div- idends and stock rights are generally tax free to share- • Distributions in complete liquidation of the corporation holders. However, if any of the following apply to their (sections 331 through 346). distribution, stock and stock rights are treated as property, • Distributions in corporate organizations (section 351). as discussed under Money or Property Distributions, ear- Also, see Property Exchanged for Stock, earlier. lier. • Distributions in corporate reorganizations (sections 1. Any shareholder has the choice to receive cash or 354 through 368). other property instead of stock or stock rights. • Certain distributions to 20% corporate shareholders 2. The distribution gives cash or other property to some (section 301(e)). shareholders and an increase in the percentage inter- est in the corporation's assets or earnings and profits to other shareholders. 16 Publication 542 (1-2024) |
Page 17 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. 3. The distribution is in convertible preferred stock and Unreasonable rents. If a corporation rents property from has the same result as in (2). a shareholder and the rent is unreasonably more than the shareholder would charge to a stranger for use of the 4. The distribution gives preferred stock to some com- same property, the excessive part of the rent may be trea- mon stock shareholders and gives common stock to ted as a distribution to the shareholder. other common stock shareholders. 5. The distribution is on preferred stock. (An increase in Unreasonable salaries. If a corporation pays an em- the conversion ratio of convertible preferred stock ployee who is also a shareholder a salary that is unrea- made solely to take into account a stock dividend, sonably high considering the services actually performed stock split, or similar event that would otherwise result by the shareholder-employee, the excessive part of the in reducing the conversion right is not a distribution on salary may be treated as a distribution to the share- preferred stock.) holder-employee. The term “stock” includes rights to acquire stock and the term “shareholder” includes a holder of rights or converti- Reporting Dividends and Other ble securities. Distributions Constructive stock distributions. You must treat cer- A corporate distribution to a shareholder is generally trea- tain transactions that increase a shareholder's proportion- ted as a distribution of earnings and profits. Any part of a ate interest in the earnings and profits or assets of a cor- distribution from either current or accumulated earnings poration as if they were distributions of stock or stock and profits is reported to the shareholder as a dividend. rights. These constructive distributions are treated as Any part of a distribution that is not from earnings and property if they have the same result as a distribution de- profits is applied against and reduces the adjusted basis scribed in (2), (3), (4), or (5) above. Constructive distribu- of the stock in the hands of the shareholder. To the extent tions are described later. the balance is more than the adjusted basis of the stock, This treatment applies to a change in your stock's con- the shareholder has a gain (usually a capital gain) from version ratio or redemption price, a difference between the sale or exchange of property. your stock's redemption price and issue price, a redemp- For information on shareholder reporting of corporate tion that is not treated as a sale or exchange of your stock, distributions, see Pub. 550. and any other transaction having a similar effect on a shareholder's interest in the corporation. Form 1099-DIV. File Form 1099-DIV, Dividends and Dis- tributions, with the IRS for each shareholder to whom the Expenses of issuing a stock dividend. You cannot de- corporation has paid dividends and other distributions on duct the expenses of issuing a stock dividend. These ex- stock of $10 or more during a calendar year. A corporation penses include printing, postage, cost of advice sheets, must generally send Forms 1099-DIV to the IRS with Form fees paid to transfer agents, and fees for listing on stock 1096, Annual Summary and Transmittal of U.S. Informa- exchanges. The corporation must capitalize these costs. tion Returns, by February 28 (March 31 if filing electroni- cally) of the year following the year of the distribution. For Constructive Distributions more information, see the General Instructions for Certain Information Returns (Forms 1096, 1097, 1098, 1099, The following sections discuss transactions that may be 3921, 3922, 5498, and W-2G). treated as distributions. Generally, the corporation must furnish Forms 1099-DIV to shareholders by January 31 of the year fol- Below-market loans. If a corporation gives a share- lowing the close of the calendar year during which it made holder a loan on which no interest is charged or on which the distributions. However, the corporation may furnish the interest is charged at a rate below the applicable federal Form 1099-DIV to shareholders after November 30 of the rate, the interest not charged may be treated as a distribu- year of the distributions if it has made its final distributions tion to the shareholder. For more information, see Be- for the year. The corporation may furnish the Form low-Market Loans, earlier. 1099-DIV to shareholders anytime after April 30 of the year of the distributions if it gives the Form 1099-DIV with Corporation cancels shareholder's debt. If a corpora- the final distributions for the calendar year. tion cancels a shareholder's debt without repayment by If any regular due date falls on a Saturday, Sunday, or the shareholder, the amount canceled is treated as a dis- legal holiday, file by the next business day. A business day tribution to the shareholder. is any day that is not a Saturday, Sunday, or legal holiday. Transfers of property to shareholders for less than Backup withholding. Dividends may be subject to FMV. A sale or exchange of property by a corporation to a backup withholding. For more information on backup with- shareholder may be treated as a distribution to the share- holding, see the General Instructions for Certain Informa- holder. For a shareholder who is not a corporation, if the tion Returns. FMV of the property on the date of the sale or exchange exceeds the price paid by the shareholder, the excess is Form 5452. File Form 5452, Corporate Report of Nondi- treated as a distribution to the shareholder. vidend Distributions, if nondividend distributions were made to shareholders. Publication 542 (1-2024) 17 |
Page 18 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. A calendar tax year corporation must file Form 5452 year earnings and profits figured in (2) as a distribu- with its income tax return for the tax year in which the non- tion of accumulated earnings and profits. dividend distributions were made. A fiscal tax year corpo- 4. If accumulated earnings and profits are reduced to ration must file Form 5452 with its income tax return due zero, the remaining part of each distribution is applied for the first fiscal year ending after the calendar year in against and reduces the adjusted basis of the stock in which the nondividend distributions were made. the hands of the shareholders. To the extent that the Current year earnings and profits. If a corporation's balance is more than the adjusted basis of the stock, earnings and profits for the year (figured as of the close of it is treated as a gain from the sale or exchange of the year without reduction for any distributions made dur- property. ing the year) are more than the total amount of distribu- Example. You are the only shareholder of a corpora- tions made during the year, all distributions made during tion that uses the calendar year as its tax year. In January, the year are treated as distributions of current year earn- you use the worksheet in the Form 5452 instructions to fig- ings and profits. If the total amount of distributions is more ure your corporation's current year earnings and profits for than the earnings and profits for the year, see Accumula- the previous year. At the beginning of the year, the corpo- ted earnings and profits, later. ration's accumulated earnings and profits balance was Example. You are the only shareholder of a corpora- $20,000. During the year, the corporation made four tion that uses the calendar year as its tax year. In January, $4,000 distributions to you ($4,000 × 4 = $16,000). At the you use the worksheet in the Form 5452 instructions to fig- end of the year (before subtracting distributions made dur- ure your corporation's current year earnings and profits for ing the year), the corporation had $10,000 of current year the previous year. During the year, the corporation made earnings and profits. four $1,000 distributions to you. At the end of the year (be- Since the corporation's current year earnings and prof- fore subtracting distributions made during the year), the its ($10,000) were less than the distributions it made dur- corporation had $10,000 of current year earnings and ing the year ($16,000), part of each distribution is treated profits. as a distribution of accumulated earnings and profits. Since the corporation's current year earnings and prof- Treat the distributions as follows. its ($10,000) were more than the amount of the distribu- 1. Divide the current year earnings and profits ($10,000) tions it made during the year ($4,000), all of the distribu- by the total amount of distributions made during the tions are treated as distributions of current year earnings year ($16,000). The result is 0.625. and profits. The corporation must issue a Form 1099-DIV to you to 2. Multiply each $4,000 distribution by the 0.625 figured report the $4,000 distributed to you during the previous in (1) to get the amount ($2,500) of each distribution year as dividends. The corporation must use Form 1096 to treated as a distribution of current year earnings and report this information to the IRS. The corporation does profits. not deduct these dividends on its income tax return. 3. The remaining $1,500 of each distribution is treated as a distribution from accumulated earnings and prof- Accumulated earnings and profits. If a corporation's its. The corporation distributed $6,000 ($1,500 × 4) of current year earnings and profits (figured as of the close of accumulated earnings and profits. the year without reduction for any distributions made dur- ing the year) are less than the total distributions made dur- The remaining $14,000 ($20,000 − $6,000) of accumula- ing the year, part or all of each distribution is treated as a ted earnings and profits is available for use in the following distribution of accumulated earnings and profits. Accumu- year. lated earnings and profits are earnings and profits the cor- The corporation must issue a Form 1099-DIV to you to poration accumulated before the current year. report the $16,000 distributed to you during the previous If the total amount of distributions is less than current year as dividends. The corporation must use Form 1096 to year earnings and profits, see Current year earnings and report this information to the IRS. The corporation does profits above. not deduct these dividends on its income tax return. Used with current year earnings and profits. If the Used without current year earnings and profits. If corporation has current year earnings and profits, figure the corporation has no current year earnings and profits, the use of accumulated and current earnings and profits figure the use of accumulated earnings and profits as fol- as follows. lows. 1. Divide the current year earnings and profits by the to- 1. If the current year earnings and profits balance is neg- tal distributions made during the year. ative, prorate the negative balance to the date of each distribution made during the year. 2. Multiply each distribution by the percentage figured in (1) to get the amount treated as a distribution of cur- 2. Figure the available accumulated earnings and profits rent year earnings and profits. balance on the date of each distribution by subtract- ing the prorated amount of current year earnings and 3. Start with the first distribution and treat the part of profits from the accumulated balance. each distribution greater than the allocated current 18 Publication 542 (1-2024) |
Page 19 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. 3. Treat each distribution as a distribution of these adjus- The corporation must issue a Form 1099-DIV to you to ted accumulated earnings and profits. report $12,000 of the $16,000 distributed to you during the previous year as dividends. The corporation must use 4. If adjusted accumulated earnings and profits are re- Form 1096 to report this information to the IRS. The cor- duced to zero, the remaining distributions are applied poration does not deduct these dividends on its income against and reduce the adjusted basis of the stock in tax return. However, the corporation must attach Form the hands of the shareholders. To the extent that the 5452 to this return to report the nondividend distribution. balance is more than the adjusted basis of the stock, it is treated as a gain from the sale or exchange of For more information about figuring earnings and property. TIP profits, see the Worksheet for Figuring Current Year Earnings and Profits in the Form 5452 in- Example. You are the only shareholder of a corpora- structions. tion that uses the calendar year as its tax year. In January, you use the worksheet in the Form 5452 instructions to fig- ure your corporation's current year earnings and profits for the previous year. At the beginning of the year, the corpo- How To Get Tax Help ration's accumulated earnings and profits balance was $20,000. During the year, the corporation made four If you have questions about a tax issue; need help prepar- $4,000 distributions to you on March 31, June 30, Sep- ing your tax return; or want to download free publications, tember 30, and December 31. At the end of the year (be- forms, or instructions, go to IRS.gov to find resources that fore subtracting distributions made during the year), the can help you right away. corporation had a negative $10,000 current year earnings and profits balance. Using online tools to help prepare your return. Go to Since the corporation had no current year earnings and IRS.gov/Tools for the following. profits, all of the distributions are treated as distributions of • The Online EIN Application IRS.gov/EIN ( ) helps you accumulated earnings and profits. Treat the distributions get an employer identification number (EIN) at no as follows. cost. 1. Prorate the negative current year earnings and profits • The Tax Calendar TAX.gov/calendar ( ) helps you track balance to the date of each distribution made during important business tax dates and deadlines right from the year. The negative $10,000 can be spread evenly your desktop. by prorating a negative $2,500 to each distribution. • The FATCA FFI List Search and Download Tool 2. The following table shows how to figure the available (IRS.gov/fatca-ffilist) makes it easier to find out if a accumulated earnings and profits balance on the date Foreign Financial Institution has registered with of each distribution. FATCA. • The Electronic Federal Tax Payment System IRS.gov/ ( March 31 Distribution EFTPS) is a free tax payment system that allows you Accumulated earnings and profits. . . . . . . . . . . . . . $20,000 to pay your federal taxes online or by phone with Prorated current year earnings and profits. . . . . . . . . ($2,500) EFTPS. Accumulated earnings and profits available. . . . . . . . $17,500 Amount of distribution treated as a dividend. . . . . . . ($4,000) Getting answers to your tax questions. On IRS.gov, you can get up-to-date information on June 30 Distribution current events and changes in tax law. Accumulated earnings and profits. . . . . . . . . . . . . . $13,500 • IRS.gov/Help: A variety of tools to help you get an- Prorated current year earnings and profits. . . . . . . . . ($2,500) swers to some of the most common tax questions. Accumulated earnings and profits available. . . . . . . . $11,000 Amount of distribution treated as a dividend. . . . . . . ($4,000) • IRS.gov/ITA: The Interactive Tax Assistant, a tool that will ask you questions and, based on your input, pro- September 30 Distribution vide answers on a number of tax law topics. Accumulated earnings and profits. . . . . . . . . . . . . . $7,000 • IRS.gov/Forms: Find forms, instructions, and publica- Prorated current year earnings and profits. . . . . . . . . ($2,500) tions. You will find details on the most recent tax Accumulated earnings and profits available. . . . . . . . $4,500 Amount of distribution treated as a dividend. . . . . . . ($4,000) changes and hundreds of interactive links to help you find answers to your questions. December 31 Distribution • You may also be able to access tax information in your Accumulated earnings and profits. . . . . . . . . . . . . . $500 e-filing software. Prorated current year earnings and profits. . . . . . . . . ($2,500) Accumulated earnings and profits available. . . . . . . . ($2,000) Amount of distribution treated as a dividend. . . . . . . $0 Need someone to prepare your tax return? There are Nondividend amount (reduction of stock basis or gain various types of tax return preparers, including tax prepar- from sale/exchange of property). . . . . . . . . . . . . . . $4,000 ers, enrolled agents, certified public accountants (CPAs), Year-end accumulated earnings and profits. . . . . . . . ($2,000) attorneys, and many others who don’t have professional credentials. If you choose to have someone prepare your Publication 542 (1-2024) 19 |
Page 20 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. tax return, choose that preparer wisely. A paid tax pre- future accessibility products and services available in al- parer is: ternative media formats (for example, braille, large print, audio, etc.). The Accessibility Helpline does not have ac- • Primarily responsible for the overall substantive accu- cess to your IRS account. For help with tax law, refunds, or racy of your return, account-related issues, go to IRS.gov/LetUsHelp. • Required to sign the return, and Note. Form 9000, Alternative Media Preference, or • Required to include their preparer tax identification Form 9000(SP) allows you to elect to receive certain types number (PTIN). of written correspondence in the following formats. Although the tax preparer always signs the return, • Standard Print. ! you're ultimately responsible for providing all the CAUTION information required for the preparer to accurately • Large Print. prepare your return. Anyone paid to prepare tax returns for • Braille. others should have a thorough understanding of tax mat- ters. For more information on how to choose a tax pre- • Audio (MP3). parer, go to Tips for Choosing a Tax Preparer on IRS.gov. • Plain Text File (TXT). • Braille Ready File (BRF). Employers can register to use Business Services On- line. The Social Security Administration (SSA) offers on- Disasters. Go to IRS.gov/DisasterRelief to review the line service at SSA.gov/employer for fast, free, and secure available disaster tax relief. online W-2 filing options to CPAs, accountants, enrolled agents, and individuals who process Form W-2, Wage Getting tax forms and publications. Go to IRS.gov/ and Tax Statement, and Form W-2c, Corrected Wage and Forms to view, download, or print all of the forms, instruc- Tax Statement. tions, and publications you may need. Or, you can go to IRS.gov/OrderForms to place an order. IRS social media. Go to IRS.gov/SocialMedia to see the various social media tools the IRS uses to share the latest Getting tax publications and instructions in eBook information on tax changes, scam alerts, initiatives, prod- format. You can also download and view popular tax ucts, and services. At the IRS, privacy and security are our publications and instructions on mobile devices as highest priority. We use these tools to share public infor- eBooks at IRS.gov/eBooks. mation with you. Don’t post your taxpayer identification IRS eBooks have been tested using Apple's iBooks for number (TIN) or other confidential information on social iPad. Our eBooks haven’t been tested on other dedicated media sites. Always protect your identity when using any eBook readers, and eBook functionality may not operate social networking site. as intended. The following IRS YouTube channels provide short, in- formative videos on various tax-related topics in English, Reporting and resolving your tax-related identity Spanish, and ASL. theft issues. • Youtube.com/irsvideos. • Tax-related identity theft happens when someone steals your personal information to commit tax fraud. • Youtube.com/irsvideosmultilingua. Your taxes can be affected if your TIN is used to file a • Youtube.com/irsvideosASL. fraudulent return or to claim a refund or credit. Watching IRS videos. The IRS Video portal • The IRS doesn’t initiate contact with taxpayers by email, text messages, telephone calls, or social media (IRSVideos.gov) contains video and audio presentations channels to request personal or financial information. for individuals, small businesses, and tax professionals. This includes requests for personal identification num- Online tax information in other languages. You can bers (PINs), passwords, or similar information for find information on IRS.gov/MyLanguage if English isn’t credit cards, banks, or other financial accounts. your native language. • Go to IRS.gov/IdentityTheft, the IRS Identity Theft Central webpage, for information on identity theft and Free Over-the-Phone Interpreter (OPI) Service. The data security protection for taxpayers, tax professio- IRS is committed to serving taxpayers with limited-English nals, and businesses. If your TIN has been lost or sto- proficiency (LEP) by offering OPI services. The OPI Serv- len or you suspect you’re a victim of tax-related iden- ice is a federally funded program and is available at Tax- tity theft, you can learn what steps you should take. payer Assistance Centers (TACs), most IRS offices, and every VITA/TCE return site. OPI Service is accessible in Making a tax payment. Payments of U.S. tax must be more than 350 languages. remitted to the IRS in U.S. dollars. Digital assets are not Accessibility Helpline available for taxpayers with disabilities. Taxpayers who need information about ac- cessibility services can call 833-690-0598. The Accessi- bility Helpline can answer questions related to current and 20 Publication 542 (1-2024) |
Page 21 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. accepted. Go to IRS.gov/Payments for information on how The Taxpayer Advocate Service (TAS) to make a payment using any of the following options. Is Here To Help You • IRS Direct Pay: Pay your tax bill or estimated tax pay- ment directly from your checking or savings account at What Is TAS? no cost to you. TAS is an independent organization within the IRS that • Debit or Credit Card, or Digital Wallet: Choose an ap- helps taxpayers and protects taxpayer rights. Their job is proved payment processor to pay online or by phone. to ensure that every taxpayer is treated fairly and that you • Electronic Funds Withdrawal: Schedule a payment know and understand your rights under the Taxpayer Bill when filing your federal taxes using tax return prepara- of Rights. tion software or through a tax professional. How Can You Learn About Your Taxpayer • Electronic Federal Tax Payment System: Best option Rights? for businesses. Enrollment is required. • Check or Money Order: Mail your payment to the ad- The Taxpayer Bill of Rights describes 10 basic rights that dress listed on the notice or instructions. all taxpayers have when dealing with the IRS. Go to TaxpayerAdvocate.IRS.gov to help you understand what • Cash: You may be able to pay your taxes with cash at these rights mean to you and how they apply. These are a participating retail store. your rights. Know them. Use them. • Same-Day Wire: You may be able to do same-day wire from your financial institution. Contact your finan- What Can TAS Do for You? cial institution for availability, cost, and time frames. TAS can help you resolve problems that you can’t resolve Note. The IRS uses the latest encryption technology to with the IRS. And their service is free. If you qualify for ensure that the electronic payments you make online, by their assistance, you will be assigned to one advocate phone, or from a mobile device using the IRS2Go app are who will work with you throughout the process and will do safe and secure. Paying electronically is quick, easy, and everything possible to resolve your issue. TAS can help faster than mailing in a check or money order. you if: What if I can’t pay now? Go to IRS.gov/Payments for • Your problem is causing financial difficulty for you, more information about your options. your family, or your business; • Apply for an online payment agreement IRS.gov/ ( • You face (or your business is facing) an immediate OPA) to meet your tax obligation in monthly install- threat of adverse action; or ments if you can’t pay your taxes in full today. Once • You’ve tried repeatedly to contact the IRS but no one you complete the online process, you will receive im- has responded, or the IRS hasn’t responded by the mediate notification of whether your agreement has date promised. been approved. • Use the Offer in Compromise Pre-Qualifier to see if How Can You Reach TAS? you can settle your tax debt for less than the full amount you owe. For more information on the Offer in TAS has offices in every state, the District of Columbia, Compromise program, go to IRS.gov/OIC. and Puerto Rico. To find your advocate's number: • Go to TaxpayerAdvocate.IRS.gov/Contact-Us; Understanding an IRS notice or letter you’ve re- ceived. Go to IRS.gov/Notices to find additional informa- • Download Pub. 1546, The Taxpayer Advocate Service tion about responding to an IRS notice or letter. Is Your Voice at the IRS, available at IRS.gov/pub/irs- pdf/p1546.pdf; Contacting your local IRS office. Keep in mind, many questions can be answered on IRS.gov without visiting an • Call the IRS toll free at 800-TAX-FORM (800-829-3676) to order a copy of Pub. 1546; IRS TAC. Go to IRS.gov/LetUsHelp for the topics people ask about most. If you still need help, IRS TACs provide • Check your local directory; or tax help when a tax issue can’t be handled online or by Call TAS toll free at 877-777-4778. • phone. All TACs now provide service by appointment, so you’ll know in advance that you can get the service you need without long wait times. Before you visit, go to How Else Does TAS Help Taxpayers? IRS.gov/TACLocator to find the nearest TAC and to check TAS works to resolve large-scale problems that affect hours, available services, and appointment options. Or, on many taxpayers. If you know of one of these broad issues, the IRS2Go app, under the Stay Connected tab, choose report it to them at IRS.gov/SAMS. the Contact Us option and click on “Local Offices.” Publication 542 (1-2024) 21 |
Page 22 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Low Income Taxpayer Clinics (LITCs) a small fee for eligible taxpayers. To find an LITC near you, go to TaxpayerAdvocate.IRS.gov/about-us/Low-Income- LITCs are independent from the IRS. LITCs represent indi- Taxpayer-Clinics-LITC or see IRS Pub. 4134, Low Income viduals whose income is below a certain level and need to Taxpayer Clinic List. resolve tax problems with the IRS, such as audits, ap- peals, and tax collection disputes. In addition, LITCs can provide information about taxpayer rights and responsibili- ties in different languages for individuals who speak Eng- lish as a second language. Services are offered for free or 22 Publication 542 (1-2024) |
Page 23 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Other Useful Forms for Corporations Other Useful Forms Form Use this form to— W-2 and W-3—Wage and Tax Statement; and Report wages, tips, and other compensation, and withheld income, social Transmittal of Wage and Tax Statements security, and Medicare taxes for employees. W-2G—Certain Gambling Winnings Report gambling winnings from horse racing, dog racing, jai alai, lotteries, keno, bingo, slot machines, sweepstakes, wagering pools, etc. 926—Return by a U.S. Transferor of Property to a Report certain transfers to foreign corporations under section 6038B. Foreign Corporation 940—Employer's Annual Federal Unemployment Report and pay FUTA tax if the corporation either: (FUTA) Tax Return 1. Paid wages of $1,500 or more in any calendar quarter during the calendar year (or the preceding calendar year), or 2. Had one or more employees working for the corporation for at least some part of a day in any 20 different weeks during the calendar year (or the preceding calendar year). 941—Employer's QUARTERLY Federal Tax Return Report quarterly income tax withheld on wages and employer and employee social security and Medicare taxes. 943—Employer's Annual Federal Tax Return for Report income tax withheld and employer and employee social security and Agricultural Employees Medicare tax on farmworkers. 944—Employer's ANNUAL Federal Tax Return File annual Form 944 instead of filing quarterly Forms 941, if the IRS notified you in writing. 945—Annual Return of Withheld Federal Income Tax Report income tax withheld from nonpayroll payments, including pensions, annuities, individual retirement arrangements (IRAs), gambling winnings, and backup withholding. 952—Consent To Extend the Time To Assess Tax Extend the period of assessment of all income taxes of the receiving Under Section 332(b) corporation on the complete liquidation of a subsidiary under section 332. 965-B—Corporate and Real Estate Investment Trust This form must be completed by a taxpayer for every tax year for which the (REIT) Report of Net 965 Tax Liability and Electing taxpayer has any net 965 tax liability outstanding and not fully paid at any REIT Report of 965 Amounts point during the tax year. See the Instructions for Form 965-B. 966—Corporate Dissolution or Liquidation Report the adoption of a resolution or plan to dissolve the corporation or liquidate any of its stock. 1042 and 1042-S—Annual Withholding Tax Return Report withheld tax on payments or distributions made to nonresident alien for U.S. Source Income of Foreign Persons; and individuals, foreign partnerships, or foreign corporations to the extent these Foreign Person's U.S. Source Income Subject to payments or distributions constitute gross income from sources within the Withholding United States that is not effectively connected with a U.S. trade or business. In addition, a publicly traded partnership is required to withhold on distributions of effectively connected income to its foreign partners. See Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign Entities. 1042-T—Annual Summary and Transmittal of Forms Transmit paper Forms 1042-S to the IRS. 1042-S 1096—Annual Summary and Transmittal of U.S. Transmit paper Forms 1098, 1099, 5498, and W-2G to the IRS. Information Returns Publication 542 (1-2024) 23 |
Page 24 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Other Useful Forms Form Use this form to— 1097-BTC, 1098, 1098-C, 1098-E, 1098-F, 1098-T, Report the following: 1099-A, B, C, CAP, G, H, DIV, INT, K, LTC, MISC, • Tax credits to bond holders; NEC, OID, PATR, Q, R, S, SA, 3921, and 3922. • Mortgage interest; • Contributions of certain motor vehicles, boats, and airplanes; • Student loan interest; Important: Every corporation must file Forms • Fines, penalties, and other amounts; 1099-MISC (or 1099-NEC for nonemployee • Certain tuition payments; compensation) if, in the course of its trade or • Acquisitions or abandonments of secured property; business, it makes payments of rents, services, • Proceeds from broker and barter exchange transactions; commissions, or other fixed or determinable income • Cancellation of debts; (see section 6041) totaling $600 or more to any one • Changes in corporate control and capital structure; person during the calendar year. • Certain government payments; • Advance payments of health coverage insurance premiums; Also use these returns to report amounts received • Dividends and distributions; as a nominee for another person. For more details, • Interest payments; see the General Instructions for Certain Information • Merchant card and third-party network payments; Returns (1097, 1098, 1099, 3921, 3922, 5498, and • Payments of long-term care and accelerated death benefits; W-2G). • Miscellaneous income payments to certain fishing boat crew members, to providers of health and medical services, of rent or royalties, of nonemployee compensation, etc.; • Original issue discount; • Distributions received from cooperatives; • Distributions from certain qualified education programs; • Distributions from pensions, annuities, retirement or profit-sharing plans, IRAs, insurance contracts, etc.; • Proceeds from real estate transactions; • Distributions from an HSA, Archer MSA, or Medicare Advantage MSA; • Exercise of incentive stock options; and • Transfer of stock acquired through employee stock purchase plans. 1122—Authorization and Consent of Subsidiary Include a subsidiary in a consolidated return. Attach this form to the parent's Corporation To Be Included in a Consolidated consolidated return. Attach a separate Form 1122 for each subsidiary being Income Tax Return included in the consolidated return. 1138—Extension of Time for Payment of Taxes by a Request an extension of time for payment of tax for the immediately Corporation Expecting a Net Loss Carryback preceding tax year if the corporation expects a net operating loss for the current year. 3520—Annual Return To Report Transactions With Report ownership of and certain transactions with foreign trusts, including Foreign Trusts and Receipt of Certain Foreign Gifts receipt of certain large gifts. See Schedule N (Form 1120), Question 5. 3520-A—Annual Information Return of Foreign Trust Report information about the foreign trust, its U.S. beneficiaries, and any U.S. With a U.S. Owner person who is treated as an owner of any portion of the foreign trust. 5471—Information Return of U.S. Persons With Satisfy the reporting requirements of sections 6038 and 6046, and the related Respect to Certain Foreign Corporations regulations, as well as report amounts related to section 965. Form 5471 and the related schedules are used by certain U.S. persons who are officers, directors, or shareholders in certain foreign corporations. See the Instructions for Form 5471. 5498—IRA Contribution Information Report contributions (including rollover contributions) to any IRA, including a SEP, SIMPLE, or Roth IRA, and to report Roth IRA conversions, IRA recharacterizations, and the fair market value (FMV) of the account. 5498-ESA—Coverdell ESA Contribution Information Report contributions (including rollover contributions) to a Coverdell education savings account (ESA). 5498-SA—HSA, Archer MSA, or Medicare Report contributions and rollovers to an HSA or Archer MSA and the FMV of Advantage MSA Information an HSA, Archer MSA, or Medicare Advantage MSA. For more information, see the general and specific instructions for Forms 1098, 1099, 5498, and W-2G. 5713—International Boycott Report Report operations in, or related to, a “boycotting” country, government, company, or national of a country and to figure the loss of certain tax benefits. 24 Publication 542 (1-2024) |
Page 25 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Other Useful Forms Form Use this form to— 8023—Elections Under Section 338 for Make elections under section 338 for a “target” corporation if the purchasing Corporations Making Qualified Stock Purchases corporation has made a qualified stock purchase of the target corporation. 8027—Employer's Annual Information Return of Tip Report receipts from large food or beverage operations, tips reported by Income and Allocated Tips employees, and allocated tips. 8275—Disclosure Statement Disclose items or positions, except those contrary to a regulation, that are not otherwise adequately disclosed on a tax return. The disclosure is made to avoid the parts of the accuracy-related penalty imposed for disregard of rules or substantial understatement of tax. Also use Form 8275 for disclosures relating to preparer penalties for understatements due to unrealistic positions or disregard of rules. 8275-R—Regulation Disclosure Statement Disclose any item on a tax return for which a position has been taken that is contrary to Treasury regulations. 8281—Information Return for Publicly Offered Report the issuance of public offerings of debt instruments (obligations). Original Issue Discount Instruments 8300—Report of Cash Payments Over $10,000 Report the receipt, in the course of a trade or business, of more than $10,000 Received in a Trade or Business in cash or foreign currency in one transaction or a series of related transactions. 8594—Asset Acquisition Statement Under Section Report a sale of assets that make up a trade or business if goodwill or going 1060 concern value attaches, or could attach, to such assets and if the buyer's basis is determined only by the amount paid for the assets. Both the seller and buyer must use this form. 8806—Information Return for Acquisition of Control Report an acquisition of control or a substantial change in the capital or Substantial Change in Capital Structure structure of a domestic corporation. 8842—Election To Use Different Annualization Elect one of the annualization periods in section 6655(e)(2) for figuring Periods for Corporate Estimated Tax estimated tax payments under the annualized income installment method. 8849—Claim for Refund of Excise Taxes Claim a refund of certain excise taxes. 8858—Information Return of U.S. Persons With Satisfy reporting requirements that apply if the corporation directly or Respect to Foreign Disregarded Entities (FDEs) and indirectly owns a foreign disregarded entity or a foreign branch. A separate Foreign Branches (FBs) Form 8858 is required for each foreign branch or foreign disregarded entity. See the Instructions for Form 8858. Publication 542 (1-2024) 25 |
Page 26 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Other Useful Forms Form Use this form to— 8865—Return of U.S. Person With Respect to Report an interest in a foreign partnership. A domestic corporation may have Certain Foreign Partnerships to file Form 8865 if it: 1. Controlled a foreign partnership (owned more than a 50% direct or indirect interest in the partnership). 2. Owned at least a 10% direct or indirect interest in a foreign partnership while U.S. persons controlled that partnership. 3. Had an acquisition, disposition, or change in proportional interest of a foreign partnership that: a. Increased its direct interest to at least 10% or reduced its direct interest of at least 10% to less than 10%, or b. Changed its direct interest by at least a 10% interest. 4. Contributed property to a foreign partnership in exchange for a partnership interest if: a. Immediately after the contribution, the corporation directly or indirectly owned at least a 10% interest in the foreign partnership, or b. The FMV of the property the corporation contributed to the foreign partnership in exchange for a partnership interest exceeds $100,000 when added to other contributions of property made to the foreign partnership during the preceding 12-month period. The domestic corporation may also have to file Form 8865 to report certain dispositions by a foreign partnership of property it previously contributed to that partnership if it was a partner at the time of the disposition. For more details, including penalties for failing to file Form 8865, see the Instructions for Form 8865. 8873—Extraterritorial Income Exclusion Figure the amount of extraterritorial income excluded from gross income for the tax year (generally repealed for post-2004 income). See the Instructions for Form 8873. 8876—Excise Tax on Structured Settlement Report and pay the 40% excise tax imposed under section 5891. Factoring Transactions 8883—Asset Allocation Statement Under Section Report information about transactions involving the deemed sale of corporate 338 assets under section 338. 8886—Reportable Transaction Disclosure Statement Disclose information for each reportable transaction in which the corporation participated. Attach Form 8886 to the corporation's income tax return for each tax year in which it participated in a reportable transaction. The corporation may have to pay a penalty if it is required to file Form 8886 and does not do so. Other penalties may also apply. For more details, see the Instructions for Form 8886. 8918—Material Advisor Disclosure Statement Disclose certain information about a reportable transaction to the IRS. Material advisors who file Form 8918 will receive a reportable transaction number from the IRS. This number must be provided to all taxpayers and material advisors for whom the material advisor acts as a material advisor. Other reporting requirements apply. See the Instructions for Form 8918. 8990—Limitation on Business Interest Expense Figure the amount of business interest expense the corporation can deduct Under Section 163(j) and the amount to carry forward to the next year. See the Instructions for Form 8990. 8991—Tax on Base Erosion Payments of Taxpayers Determine an applicable taxpayer's base erosion minimum tax amount for the With Substantial Gross Receipts year. See the Instructions for Form 8991. 8992—U.S. Shareholder Calculation of Global Figure a U.S. shareholder's GILTI inclusion for years in which they are U.S. Intangible Low-Taxed Income (GILTI) shareholders of controlled foreign corporations (CFCs). See the Instructions for Form 8992. 8993—Section 250 Deduction for Foreign-Derived Figure the amount of the eligible deduction for FDII and GILTI under section Intangible Income (FDII) and Global Intangible 250. Low-Taxed Income (GILTI) 26 Publication 542 (1-2024) |
Page 27 of 27 Fileid: … ons/p542/202401/a/xml/cycle06/source 9:40 - 9-Feb-2024 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. To help us develop a more useful index, please let us know if you have ideas for index entries. Index See “Comments and Suggestions” in the “Introduction” for the ways you can reach us. Electronic filing 5 A Estimated tax 6 P Accounting methods 8 Extraordinary dividends 11 Paid-in capital 4 Accrual method 8 Passive activity limits 15 Change in accounting method: F Paying estimated tax 7 Section 481(a) adjustment 8 Figuring: Penalties: Mark-to-market accounting Tax 15 Estimated tax 7 method 8 Foreign tax credit 15 Late filing of return 5 Percentage of completion method 8 Form 6 Late payment of tax 6 Accounting periods 8 1096 17 Other 6 Accumulated earnings tax 15 1099-DIV 17 Trust fund recovery 6 Assistance (See Tax help) 1118 15 Personal service corporation 3 At-risk limits 14 1120 5 Preference items 10 1120X 14 Publications (See Tax help) B 1139 14 Backup withholding 17 2220 7 R Base erosion minimum tax 15 3800 15 Recapture taxes: Below-market loans 11 4255 15 Childcare facilities and services 4626 15 credit 15 C 5452 17 Indian employment credit 15 Capital contributions 4 7004 5 Investment credit 15 Capital losses 13 8611 15 Low-income housing credit 15 Charitable contributions 12 8827 15 New markets credit 15 Closely held corporation 3 8832 3 Qualified electric vehicle credit 15 At-risk limits 14 8834 15 Recordkeeping 9 Corporate Alternative Minimum 8845 15 Related persons 9 Tax 15 8874 15 Retained earnings 15 Corporate preference items 10 8882 15 Corporations, businesses taxed 8912 15 S as 2 Small business taxpayer 8 Credits: G Start-up costs 9 Foreign tax 15 Going into business 9 General business credit 15 T Prior year minimum tax 15 I Tax help 19 Income tax returns 5 Tax rates 15 D Tax, figuring 15 Distributions: L Money or property 16 Loans, below-market 11 Other 17 Reporting 17 N Stock or stock rights 16 Net operating losses 14 To shareholders 16 Nontaxable exchange of property Dividends-received deduction 10 for stock 3 E O EFTPS, Electronic Federal Tax Other useful forms 23 Payment System 5 Publication 542 (1-2024) 27 |