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2025›Instructions for Form 990-PF›General Instructions

T. Liquidation, Dissolution, Termination, or Substantial Contraction

2025 Inst 990-PF (PDF) · 2026-10-03 edition · updated 2026-10-04 · United States

If there is a liquidation, dissolution, termination, or substantial contraction (defined below) of the organization, attach the following to the return.

  • A statement to the return that describes the transaction.

  • A certified copy of the liquidation plan, resolution, etc. (if any) and all amendments or supplements that weren't previously filed.

  • A schedule that lists the names and addresses of all recipients of assets.

  • An explanation of the nature and fair market value of the assets distributed to each recipient.

12 Instructions for Form 990-PF (2025)

A significant disposition of assets doesn't include any disposition for a tax year if:

  1. The total of the dispositions for the tax year is less than 25% of the fair market value of the net assets of the organization at the beginning of the tax year, and

  2. The total of the related dispositions made during prior tax years (if a disposition is part of a series of related dispositions made during these prior tax years) is less than 25% of the fair market value of the net assets of the organization at the beginning of the tax year in which any of the series of related dispositions was made.

The facts and circumstances of the particular case will determine whether a significant disposition has occurred through a series of related dispositions. Ordinarily, a distribution described in section 170(b)(1)(F)(ii) (relating to private foundations making qualifying distributions out of corpus equal to 100% of contributions received during the foundation's tax year) won't be taken into account as a significant disposition of assets. See Regulations section 1.170A-9(h)(2).

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