The IRS released standards that a limited liability company (LLC) must satisfy 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).
Required Provisions
The IRS would issue said letter only if an 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;
- express chapter 42 compliance provisions under Code Sec. 508(e)(1), if the LLC is a private foundation; and
- an acceptable contingency plan (such as suspension of membership rights) in the event that one or more members cease to be except organizations or governmental units or wholly-owned instrumentalities.
Finally, comments could be made electronically via the Federal eRulemaking Portal at www.regulations.gov (type IRS-2020-0042 in the search field on regulations.gov to find this Notice and submit comments). Alternatively, send comments by mail: Internal Revenue Service, CC:PA:LPD:PR (Notice 2021-56), Room 5203, P.O. Box 7604, Ben Franklin Station, Washington, DC 20044.
