IRS Announces Standards for LLCs to Receive Determination Letter (Notice 2021-56) (Oct. 22, 2021)

The IRS announced that a limited liability company (LLC) must satisfy certain standards to receive a determination letter recognizing it as tax-exempt under Code Secs. 501(a)(1) and 501(c)(3). This does not affect the status of organizations currently recognized under Code Sec. 501(c)(3). LLC’s articles of organization and its operating agreement each include provisions requiring that:

  • each member of the LLC be either:
    • (1) recognized as aforementioned;
    • (2) a governmental unit under Code Sec. 170(c)(1); or
    • (3) wholly-owned instrumentality of such, a governmental unit;
  • express charitable purposes and charitable dissolution provisions;
  • if the LLC is a private foundation, express chapter 42 compliance provisions under Code Sec. 508(e)(1), and
  • an acceptable contingency plan (such as suspension of membership rights) if one or more members cease to be exempt organizations or governmental units or wholly-owned instrumentalities.