IRS written determination 201434015

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: 201434015
Release Date: 8/22/2014
Index Numbers: 7701.00-00, 9100.00-00,
9100.31-00
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Third Party Communication: None
Date of Communication: Not Applicable
Person To Contact:
--------------------, ID No. ----------------
Telephone Number:
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Refer Reply To:
CC:PSI:B03
PLR-145909-13
Date:
March 21, 2014
LEGEND
X=--------------------
State=--------
Date 1=------------------
Date 2=--------------------------
Dear ------------:
This letter responds to your letter dated November 1, 2013, requesting that X be
granted an extension of time under § 301.9100-3 of the Procedure and Administration
Regulations to elect under § 301.7701-3 to be treated as a partnership for federal tax
purposes.
FACTS
X was formed as a limited liability company under the laws of Stateon Date 1
and elected to be treated as an S corporation effective Date 1. X represents that it
intended to be classified as partnership effective Date 2. However, X inadvertently
failed to timely file a Form 8832, Entity Classification Election, electing to treat X as a
partnership effective Date 2.
LAW
Section 301.7701-3(a) provides, in part, that a business entity that is not
classified as a corporation under § 301.7701-2(b)(1), (3), (4), (5), (6), (7), or (8) (an
“eligible entity”) can elect its classification for federal tax purposes as provided in

PLR-145909-13
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§ 301.7701-3. An eligible entity with at least two members can elect to be classified as
either an association (and thus a corporation under § 301.7701-2(b)(2)) or a
partnership, and an eligible entity with a single owner can elect to be classified as an
association or to be disregarded as an entity separate from its owner.
Section 301.7701-3(b)(1)(i) provides that except as provided in §301.7701-
3(b)(3), unless the entity elects otherwise, a domestic eligible entity is (i) a partnership if
it has two or more members; or (ii) disregarded as an entity separate from its owner if it
has a single owner.
Section 301.7701-3(c)(1)(i) provides, in part, that an eligible entity may elect to
be classified other than as provided under §301.7701-3(b), or to change its
classification, by filing Form 8832 with the service center designated on Form 8832.
Section 301.7701-3(c)(1)(iii) provides that an election under §301.7701-3(c)(1)(i)
will be effective on the date specified by the entity on Form 8832 or on the date filed if
no such date is specified on the election form. The effective date specified on Form
8832 can not be more than 75 days prior to the date on which the election is filed and
can not be more than 12 months after the date on which the election is filed. If an
election specifies an effective date more than 75 days prior to the date on which the
election is filed, it will be effective 75 days prior to the date it was filed.
Section 301.7701-3(c)(1)(v)(C) provides that an eligible entity that timely elects to
be an S corporation under §1362(a)(1) is treated as having made an election under this
section to be classified as an association, provided that (as of the effectivedate of the
election under §1362(a)(1)) the entity meets all other requirements to qualify as a small
business corporation under §1361(b). Subject to §301.7701-3(c)(1)(iv), the deemed
election to be classified as an association will apply as of the effective date of the S
corporation election and will remain in effect until the entity makes a valid election,
under §301.7701-3(c)(1)(i), to be classified as other than an association.
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) defines
the term “regulatory election” as an election whose due date is prescribed by a
regulation published in the Federal Register, or a revenue ruling, revenue procedure,
notice, or announcement published in the Internal Revenue Bulletin.

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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 the
election. Section 301.9100-2 provides the rules governing automatic extensions of time
for making certain elections. Section 301.9100-3 provides the standards the
Commissioner will use to determine whether to grant an extension 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.
CONCLUSION
Based solely on the information submitted and the representations made, X has
established that the requirements of §§ 301.9100-1 and 301.9100-3 are satisfied. As a
result, X is granted an extension of time of 120 days from the date of this letter to file a
Form 8832 with the appropriate service center to elect to be treated as a partnership
effective Date 2. A copy of this letter should be attached to the Form 8832.
This ruling is contingent on X and X’s owners filing amended returns within 120
days of the date of this letter properly reporting the consequences of the elective
change in classification as provided in § 301.7701-3(g)(1)(ii). Except as expressly
provided herein, we express or imply no opinion concerning the tax consequences of
any aspect of any transaction or item discussed or referenced in this letter. In addition,
§ 301.9100-1(a) provides that the granting of an extension of time for making an
election is not a determination that the taxpayer is otherwise eligible to make the
election.
This ruling is directed only to the taxpayer requesting it. Section 6110(k)(3) of
the Code provides that it may not be used or cited as precedent.
In accordance with the power ofattorney on file with this office, we are sending
copies of this letter to X’s authorized representatives.

PLR-145909-13
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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 (2)
Copy of this letter
Copy for § 6110 purposes
cc: