SECTION 3. ON

WHAT ISSUES MAY TAXPAYERS REQUEST WRITTEN ADVICE UNDER THIS REVENUE PROCEDURE?

Issues under the jurisdiction of the Associate Chief Counsel (Corporate)

with taxpayers or their representatives inquiries about whether the Service will rule on particular issues and about procedural matters regarding the submission of requests for letter rulings or determination letters for a particular case.

(2) Discussion possible on substantive issues. At the discretion of the Service and as time permits, Service employees may also discuss substantive issues with taxpayers or their representatives. Such a discussion will not bind the Service or the Office of Chief Counsel, and it cannot be relied upon as a basis for obtaining retroactive relief under the provisions of § 7805(b).

Service employees who are not directly involved in the examination, appeal, or litigation of particular substantive tax issues will not discuss those issues with taxpayers or their representatives unless the discussion is coordinated with Service employees who are directly involved. The taxpayer or the taxpayer's representative ordinarily will be asked whether an oral request for advice or information relates to a matter pending before another office of the Service or before a Federal court.

If a tax issue is not under examination, in Appeals, or in litigation, the tax issue may be discussed even though the issue is affected by a nontax issue pending in litigation.

A taxpayer may seek oral technical guidance from a taxpayer service representative in a field office or Service Center when preparing a return or report.

The Service does not respond to letters seeking to confirm the substance of oral discussions, and the absence of a response to such a letter is not a confirmation.

(3) Oral guidance is advisory only, and the Service is not bound by it. Oral guidance is advisory only, and the Service is not bound by it, for example, when examining the taxpayer's return.

Taxpayers may request letter rulings, information letters, and closing agreements under this revenue procedure on issues within the jurisdiction of the Associate offices. Taxpayers uncertain as to whether an Associate office has jurisdiction with regard to a specific factual situation may call the telephone number for the Associate office listed in section 10.07(1) of this revenue procedure.

Except as provided in section 6.14 of this revenue procedure, taxpayers also may request determination letters from the Director in the appropriate operating division. See sections 7 and 12 of this revenue procedure. For determination letters from TE/GE, see Rev. Proc. 2025-4 and Rev. Proc. 2025-5, this Bulletin.

.01 Issues under the jurisdiction of the Associate Chief Counsel (Corporate) include those that involve consolidated returns, corporate acquisitions, reorganizations, liquidations, redemptions, spinoffs, transfers to controlled corporations, distributions to shareholders, corporate bankruptcies, the effect of certain ownership changes on net operating loss carryovers and other tax attributes, debt vs. equity determinations, allocation of income and deductions among taxpayers, acquisitions made to evade or avoid income tax, certain earnings and profits questions, and the excise tax on repurchases of corporate stock under § 4501.

For information on letter rulings under § 355 involving businesses in certain development (R&D) and other activities that have not collected income, see IRS Statements issued on May 6,

December 30, 2024 10 Bulletin No. 2025–1

Issues under the jurisdiction of the Associate Chief Counsel (Employee Benefits, Exempt Organizations, and Employment Taxes)

Issues under the jurisdiction of the Associate Chief Counsel (Energy, Credits, and Excise Tax)

Issues under the jurisdiction of the Associate Chief Counsel (Financial Institutions and Products)

Issues under the jurisdiction of the Associate Chief Counsel (Income Tax and Accounting)

2019 and September 25, 2018. See the IRS Statement issued on October 13, 2017 for information regarding letter rulings involving retention of stock, drop-spin liquidate transactions, and transfers of a portion of a subsidiary’s assets to its corporate shareholder in transactions not qualifying under § 332 or § 355 but that are intended to qualify as tax-free. These IRS Statements are available at https://www.irs.gov/newsroom/statements-from-office-of-the-chief-counsel.

For the procedures to obtain fast-track processing of certain requests for letter rulings solely or primarily under the jurisdiction of the Associate Chief Counsel (Corporate), see Rev. Proc. 202326, 2023-33 I.R.B. 486.

.02 Issues under the jurisdiction of the Associate Chief Counsel (Employee Benefits, Exempt Organizations, and Employment Taxes) include those that involve the application of employment taxes and taxes on self-employment income, exemption requirements for tax-exempt organizations, tax treatment (including application of the unrelated business income tax) of taxexempt organizations (including federal, state, local, and Indian tribal governments), political organizations described in § 527, qualified tuition programs described in § 529, qualified ABLE programs described in § 529A, trusts described in § 4947(a), certain excise taxes, disclosure obligations and information return requirements of tax-exempt organizations, employee benefit programs (including executive compensation arrangements, qualified retirement plans, deferred compensation plans, and health and welfare benefit programs) and IRAs, issues integrally related to employee benefit programs and IRAs (such as, for example, the sale of stock to employee stock ownership plans or eligible worker-owned cooperatives under § 1042), and changes in method of accounting associated with employee benefit programs.

Note that certain issues involving exempt organizations, employee plans, and government entities fall under the jurisdiction of the Commissioner, TE/GE, of the Internal Revenue Service. See Rev. Proc. 2025-4 and Rev. Proc. 2025-5, this Bulletin.

.03 Issues under the jurisdiction of the Associate Chief Counsel (Energy, Credits, and Excise Tax) include certain excise taxes, depletion, and other engineering issues, cooperative housing corporations, farmers' cooperatives under § 521, the low-income housing credit under § 42, the New Markets Tax Credit under § 45D, the rehabilitation credit under § 47, disabled access credit, qualified electric vehicle credits, research and experimental expenditures, shipowners' protection and indemnity associations under § 526, and certain homeowners associations under § 528.

.04 Issues under the jurisdiction of the Associate Chief Counsel (Financial Institutions and Products) include those that involve income taxes and changes in method of accounting of banks, savings and loan associations, real estate investment trusts (REITs), regulated investment companies (RICs), real estate mortgage investment conduits (REMICs), insurance companies and products, tax-exempt obligations, mortgage credit certificates, tax credit bonds (including specified tax credit bonds), build America bonds, and financial products.

For the procedures to obtain letter rulings involving tax-exempt state and local obligations, see Rev. Proc. 96-16, 1996-1 C.B. 630.

.05 Issues under the jurisdiction of the Associate Chief Counsel (Income Tax and Accounting) include those that involve recognition and timing of income and deductions of individuals and corporations, sales and exchanges, capital gains and losses, installment sales, equipment leasing, long-term contracts, inventories, amortization, depreciation, the alternative minimum tax, net operating losses generally, including changes in method of accounting for these issues, and accounting periods. (Note that certain issues involving individual retirement accounts (IRAs) are under the jurisdiction of the Commissioner, TE/GE. See section 4.02 of this revenue procedure).

Bulletin No. 2025–1 11 December 30, 2024

Issues under the jurisdiction of the Associate Chief Counsel (International)

Issues under the jurisdiction of the Associate Chief Counsel (Passthroughs, Trusts and Estates)

Issues under the jurisdiction of the Associate Chief Counsel (Procedure and Administration)