IRS written determination 201444033

Private letter rulings and published taxpayer determination letters. Native document type is retained separately; a determination letter is not labeled a private letter ruling. These taxpayer-specific releases cannot be used or cited as precedent under 26 USC 6110(k)(3); applicability and current legal force are not independently certified. Keep repeated UILC subjects attached to one actual numbered document.

Internal Revenue Service
Department of the Treasury
Washington, DC 20224
Number: 201444033
Release Date: 10/31/2014
Index Numbers: 1361.05-00, 9100.31-00
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Person To Contact:
---------------------, ID No. ----------------
Telephone Number:
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Refer Reply To:
CC:PSI:B03– PLR-150306-13
Date:
June 04, 2014
LEGEND
X=----------------------------
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Sub=-------------------------------------------------------
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State=------------
D1=---------------------
Dear ---------------:
This letter responds to a letter dated December 6, 2013, and subsequent
correspondence, submitted on behalf of X requesting an extension of time under
§ 301.9100-3 of the Procedure and Administration Regulations for X to elect to treat
Sub as a qualified subchapter S subsidiary (“QSub”) under § 1361(b)(3) of the internal
Revenue Code (Code).
FACTS
The information submitted discloses that X was formed under the laws of State
and elected to be an S corporation effective D1. X represents that it intended to elect to
treat Sub as a QSub effective D1. However, X failed to timely file Form 8869, Qualified

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PLR-150306-13
Subchapter S Subsidiary Election, for Sub. X represents that it has filed its tax returns
for all of the relevant tax years consistent with Sub being a QSub since D1.
LAW AND ANALYSIS
Section 1361(b)(3)(A) provides that except as provided in regulations
prescribed by the Secretary, for purposes of Title 26, (i) a corporation that is a QSub
shall not be treated as a separate corporation, and (ii) all assets, liabilities, and items of
income, deduction, and credit of a QSub shall be treated as assets, liabilities, and such
items (as the case may be) of the S corporation.
Section 1361(b)(3)(B) defines the term “qualified subchapter S subsidiary” as a
domestic corporation that is not an ineligible corporation (as defined in § 1361(b)(2)), if
100 percent of the stock of the corporation is held by an S corporation, and the S
corporation elects to treat the corporation as a QSub.
Section 1.1361-3(a) of the Income Tax Regulations provides the time and
manner of making a QSub election. A taxpayer makes a QSub election for a subsidiary
by filing Form 8869 with the appropriate service center.
Section 1.1361-3(a)(4) provides that a QSub election cannot be effective more
than two months and 15 days prior to the date of filing.
Section 1.1361-3(a)(6) provides that an extension of time to make a QSub
election may be available under §§ 301.9100-1 and 301.9100-3.
Under § 301.9100-1(c), the Commissioner may grant a reasonable extension of
time to make a regulatory election, or a statutory election (but no more than six months
except in the case of a taxpayer who is abroad),under all subtitles of the Internal
Revenue Code (Code) except subtitles E, G, H, and I. Section 301.9100-1(b) provides
that the term “regulatory election” includes an election whose due date is prescribed by
a regulation published in the Federal Register.
Sections 301.9100-1 through 301.9100-3 provide the standards the
Commissioner will use to determine whether to grant an extension of time to make an
election. Section 301.9100-2 provides automatic extensions of time for making certain
elections. Section 301.9100-3 provides extensions of time for regulatory elections that
do not meet the requirements of § 301.9100-2.
Section 301.9100-3(a) provides that requests for relief under § 301.9100-3 will be
granted when the taxpayer provides the evidence (including affidavits described in
§ 301.9100-3(e)) to establish to the satisfaction of the Commissioner that the taxpayer
acted reasonably and in good faith, and the grant of relief will not prejudice the interests
of the Government.

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PLR-150306-13
CONCLUSION
Basedon the facts and representations submitted, we conclude that the
requirements of § 301.9100-3 have been satisfied. Accordingly, X is granted an
extension of time of one hundred twenty (120) days from the date of this letter to elect to
treat Sub as a QSub, effective D1. The election should be made for Sub by filing Form
8869 with the appropriate service center, with a copy of this letter attached. A copy is
enclosed for that purpose.
Except for the specific ruling above, we express or imply no opinion concerning
the federal tax consequences of the facts of this case under any other provision of the
Code. Specifically, we express or imply no opinion concerning whether X is a valid S
corporation or whether Sub is eligible to be a QSub.
This ruling isdirected only to the taxpayer requesting it. According to
§ 6110(k)(3) of the Code, this ruling may not be used or cited as precedent.
Under a power of attorney on file with this office, we are sending a copy of this
letter to X’s authorized representative.
The ruling contained in this letter is based upon information and representations
submitted by the taxpayer and accompanied by a penalty of perjury statement executed
by an appropriate party. While this office has not verified any of the material submitted
in support of the ruling request, it is subject to verification on examination.
Sincerely,
Associate Chief Counsel
(Passthroughs & Special Industries)
By: /s/
Holly Porter
Chief, Branch 3
Office of the Associate Chief Counsel
(Passthroughs & Special Industries)
Enclosures:Copy of this letter
Copy for § 6110 purposes