Business Finance - Accounting Final Writing Assignment Private Letter Ruling
estudiante
PLRWritingAssignmentFall2025.pptxPLR Writing Assignment Discussion
Tax 6875
Automne 2025
Kevin Carmichael MS JD LLM CPA
Learning Objectives
Combine:
Critical thinking
Tax research and writing
Artificial Intelligence
To learn about and produce a credible 1st draft of a private letter ruling based on a specific fact pattern
Gain a beginning understanding of how to properly cite statutes, regulations, administrative rulings and Tax decisions by various judicial authorities.
Teacher Observations
This presentation was developed in-part using AI : GROK, Chat GPT 5, Copilot. My observation is that AI, in this situation is some help, but I prefer not to rely on AI because, …it is incomplete, … often gives half answers and is sometimes, … well just wrong. You cannot know that unless you have extensive knowledge of the subject area. That professional development is quite naturally your weakest area when you are starting out in the profession. The good news is that you will gain that knowledge over your working life.
Use of AI should not be a be all you rely on. You need to create your own voice from a continuing developing knowledge base that you create for yourself.
I have modified everything but have taken some of the framework and workflow and enhanced it where I felt it appropriate. IN many cases, I found the AI product “wanting” and just did it myself.
There is a level of creativity that AI seems to lack at present
Private Letter Rulings: Building a Successful Request (2025)
Grounded in Rev. Proc. 2025-1 & Rev. Proc. 2025-3, with practical strategy and citations
Agenda
What a PLR is—and isn’t
Authorities, precedential value, and where PLRs fit
Rev. Proc. 2025-1: mechanics, content, user fees, format, timing
Rev. Proc. 2025-3: the no‑rule and not‑ordinarily‑rule lists
Scoping a request: facts, issues, and representations
Process: presubmission, conferences, follow‑ups, withdrawals
Fees, waivers, and refund rules
Drafting strategies, exhibits, and penalty‑of‑perjury statements
Ethics, candor, and record‑building
Checklists and timeline
Set the tone: this is a practical, practitioner‑oriented walkthrough with citations.
What is a PLR?
A written determination issued to a specific taxpayer on a specific set of facts
Applies only to the requester; non‑precedential for others (but instructive)
Grounded in 26 C.F.R. § 601.201 and the annual revenue procedures
Emphasize non‑precedential nature; cite 26 C.F.R. § 601.201 and the IRB framework.
Guidance Hierarchy: Where PLRs Fit
Statutes → Regulations → Revenue Rulings/Procedures → Notices/Announcements → PLRs/Cases
PLRs bind the Service as to the requester, assuming factual accuracy and continuing validity.
Contrast with Revenue Rulings (precedential) and Chief Counsel Advice (non‑precedential).
Clarify reliance standards and practical use when advising boards and auditors.
Core Administrative Authorities
Rev. Proc. 2025‑1: Procedures for letter rulings, information letters, and determination letters (IRB 2025‑1)
Rev. Proc. 2025‑2: Technical Advice Memoranda procedures (IRB 2025‑1)
Rev. Proc. 2025‑3: Areas in which rulings will not be issued (domestic no‑rule list) (IRB 2025‑1)
Rev. Proc. 2025‑4/5/7: TEGE/EO procedures and international no‑rule list, as relevant
Point attendees to IRB 2025‑1 table of contents for quick navigation.
Rev. Proc. 2025‑1
The mechanics: who rules, when, how
Scope & Jurisdiction (Rev. Proc. 2025‑1)
Associate Chief Counsel offices: Corporate; FIP; IT&A; International; Passthroughs/Trusts/Estates; Energy/Credits/Excise; Procedure & Administration; TEGE (via 2025‑4/5)
Covers letter rulings and information letters
Supersedes Rev. Proc. 2024‑1
Use the IRB Highlights page to orient the audience.
When the Service Will / Won’t Rule (Big Picture)
Prospective or future transactions generally eligible
No rulings on alternative plans or hypothetical situations
Integrated transactions: avoid fragmenting issues; coordinate if a component is a no‑rule area
These principles recur across Associate offices; emphasize integration and factual completeness.
Required Contents of a PLR Request (2025‑1)
Complete statement of facts and law; clear issues presented
Detailed description of proposed transactions; relevant documents
Representations (tailored to the issue) and a penalty‑of‑perjury statement
Analysis with proper citations (Code, Regs, Rulings, Cases)
User fee proof of payment; powers of attorney; privacy/FOIA redaction materials
The most common deficiency is an incomplete fact pattern or missing representations.
Formatting & Submission (2025‑1)
Follow formatting, pagination, exhibit labeling, and electronic submission instructions strictly
Include contact information, conference preferences, and related docket/exam status
Address to the appropriate Associate Chief Counsel office by subject matter
Stress that deviations slow processing and invite questions.
Pre‑Submission Conferences
Optional but often valuable to scope issues and confirm eligibility
Useful where facts are complex or potentially touch a no‑rule area
Prepare a tight agenda and proposed ruling language to accelerate review
Advise clients that pre‑sub calls can materially improve speed and clarity.
User Fees (Effective 2025)
Baseline PLR user fee increased for requests submitted after Feb. 1, 2025
General PLR fee: $43,700 (from $38,000)
Reduced fees for certain small organizations: $3,450 and $9,775 tiers
9100 relief requests commonly $14,500; substantially identical requests $4,370
Appendix A to Rev. Proc. 2025‑1 governs; verify current fee before filing
Budget early; fees are non‑trivial and non‑refundable if you withdraw after partial consideration.
Timing & Process Management
Typical timeline ~4–6 months; complex or coordinated issues can take longer
Expect follow‑up questions; build a response protocol with client and advisors
Withdrawals: possible but user fee refund rules apply; consider strategic withdrawal vs. adverse ruling risk
Set expectations with clients; the best antidote to delay is a surgically complete initial submission.
Conferences & Communications with Counsel
Request a conference when helpful; memorialize agreements and next steps
Submit timely supplemental facts; keep changes narrow and well‑supported
Professionalism and candor are critical to credibility with reviewers
Never surprise the reviewer with late facts that materially alter the issue.
Rev. Proc. 2025‑3
No‑Rule, Not‑Ordinarily‑Rule, Under‑Study
Rev. Proc. 2025‑3 Overview
Annual domestic list of issues on which the IRS will not issue PLRs or determination letters
Sections 3 (no‑rule), 4 (not ordinarily), 5 (under study), 6 (automatic approval instead of ruling)
Lists are not exhaustive; Service may decline to rule for case‑specific reasons
Use 2025‑7 for international no‑rule topics; always cross‑check both lists.
Illustrative ‘No‑Rule’ / ‘Not Ordinarily’ Topics (Examples)
Certain §861 source determinations inconsistent with published procedures
Alternative or hypothetical transactions; partial slices of integrated transactions
Issues designated for guidance or under active study; areas with automatic consent procedures
Tailor your scoping to avoid the teeth of Section 3/4 or to present unique and compelling reasons.
Strategy: Scoping the Request
Define a single, concrete transaction with complete facts
Anticipate anti‑abuse doctrines; address step‑transaction, substance‑over‑form, economic substance
Disclose related filings, exams, and prior requests; manage integrated transactions explicitly
A tight, candid scope is your best asset if the file is later reviewed in exam.
Strategy: Drafting the Facts & Representations
Draft facts as if the PLR will be read in exam—because it will be
Use representations aligned to published checklists for your issue area
Attach critical documents; avoid selective excerpting; explain ambiguous terms
Representations that mirror the operative legal standards tee up an easy ‘Yes.’
Strategy: Law & Analysis
Lead with Code/Regs; then Revenue Rulings/Procedures; incorporate cases and prior PLRs with caution
Explain why adverse authorities are distinguishable; do not ignore them
Propose precise ruling language; show the holding fits the rule and the facts
Aim for a short, well‑supported draft ruling in the body or appendix.
Penalty‑of‑Perjury Statement & POAs
Include the exact declaration language for the signer with authority to bind the taxpayer
Ensure Form 2848 or equivalent POA covers communications and disclosures
Misstatements risk adverse action and undermine credibility
Use the current model statement from Rev. Proc. 2025‑1 appendices.
Coordination with Other IRS Components
Some issues require coordination (e.g., LMSB, CI, TEGE) before a ruling can issue
Matters under litigation, examination, or Appeals may limit ruling availability
If PBGC/DOL issues are implicated (plans), 2025‑1 provides special rules
Flag coordination early; it drives timeline and feasibility.
FOIA, Redaction, and Publication
PLRs are publicly released in redacted form; draft with that audience in mind
Provide suggested redactions where appropriate; avoid embedding trade secrets in core text
Assume exam, counterparties, and auditors will read the released version
Coach the client on reputational and disclosure considerations.
Ethics & Practitioner Duties
Circular 230 duties of competence and candor apply
No selective disclosure; update the record if material facts change
Avoid ‘opinion shopping’ and strategic omissions—credibility is currency
The tone of the file matters as much as its citations.
Practitioner Checklists (Abbreviated)
Eligibility check (not in 2025‑3 §3/4; or unique/compelling reasons exist)
Facts packet complete; documents authenticated and attached
Representations drafted; penalty‑of‑perjury statement ready
Issue memo with proposed ruling language
User fee paid; proof attached; contact info and conference request included
Keep a matter‑specific checklist; customize by Code section.
Working Timeline (Typical)
Week 0–2: Scope, presubmission conference (if used), fee planning
Week 3–5: Assemble facts, exhibits, draft memo and proposed ruling
Week 6: Finalize, submit electronically; confirm intake
Month 2–4: Q&As and conference(s) as needed; targeted supplements
Month 5–6+: Draft approval and issuance; or withdraw/convert strategy
Build client calendar with internal deadlines that pre‑date external ones.
Key Citations (Pin‑Cites)
26 C.F.R. § 601.201 (rulings and determination letters)
Rev. Proc. 2025‑1, IRB 2025‑1 (scope; required contents; conferences; appendices incl. fees and model statements)
Rev. Proc. 2025‑3, IRB 2025‑1 (no‑rule, not‑ordinarily, under‑study; automatic approval substitutes)
Rev. Proc. 2025‑2 (TAMs), 2025‑4/5/7 (TEGE/EO; international no‑rule)
Place these at the front of your internal template for every engagement.
Budgeting & User Fee Traps
Fees increase for requests submitted after Feb. 1, 2025; factor into closing calendars
Refunds generally unavailable for withdrawals after partial consideration
Consider 9100 relief and substantially identical request pricing when relevant
Confirm the current Appendix A immediately before submission.
Positioning for Success
Tell a coherent story: facts → rule → application → narrow holding
Acknowledge and distinguish adverse authorities; propose objective guardrails
Calibrate asks: avoid over‑broad or policy‑laden questions; stay within published standards
The best ruling letters read like they were always part of the regulations.
Common Pitfalls (and Fixes)
Incomplete or evolving facts → freeze the transaction description; add conditions precedent
No‑rule overlap → narrow the ask; carve out and represent away the offending element
Integrated transactions split across filings → consolidate or cross‑reference explicitly
FOIA surprises → plan redactions; keep confidential details in exhibits where appropriate
Show practical examples from your own practice (redacted).
Advanced Topics (If Time Permits)
Expedited handling: corporate fast‑track pilots and when they apply
Coordinated issues (e.g., §355, §351, §382) and multi‑office reviews
Using prior PLRs as persuasive—not precedential—authority
Use sparingly; focus on the core mechanics for most audiences.
Takeaways
Win on the facts: completeness, candor, and a narrow, well‑supported ask
Use Rev. Proc. 2025‑1 as your checklist; verify fees and templates from its appendices
Clear the 2025‑3 lists early; pre‑submit if scope is close to the line
Propose precise ruling language; make it easy to say ‘Yes’
Invite questions and cite where to find the current IRB and appendices.
Source & Further Reading (2025)
Internal Revenue Bulletin 2025‑1 (Dec. 30, 2024): Rev. Proc. 2025‑1 & 2025‑3 (and 2025‑2/4/5/7)
IRS FAQ: Requesting a Letter Ruling; Appendix A user fees (2025‑1)
Tax firm summaries of 2025 fee increases and procedures (KPMG; RSM)
Scholarly discussion of PLR strategy and precedential ecosystem
IRB 2025‑1 PDF; IRS site pages on letter ruling procedures; KPMG and RSM 2025 fee summaries; and recent academic commentary on PLRs’ signaling role.
An Introduction to Legal Writing
https://www.law.cornell.edu/wex/legal_writing
Legal writing is any type of writing within the legal profession that seeks to confer legal information to others that is usually clear, concise, and above all, accurate. In many legal settings, specialized forms of written communication are required. In many others, writing is the medium in which a lawyer must express their analysis of an issue and seek to persuade others on their clients' behalf. Some of the most common forms of legal writings include briefs, memoranda, client letters, and even judicial opinions.
There are generally two types of legal writing.
The first type requires a balanced analysis of a legal problem or issue. Examples of the first type are interoffice memoranda and letters to clients. To be effective in this form of writing, the lawyer must be sensitive to the needs, level of interest and background of the parties to whom it is addressed. A memorandum to a partner in the same firm that details definitions of basic legal concepts would be inefficient and an annoyance. In contrast, their absence from a letter to a client with no legal background could serve to confuse and complicate a simple situation.
The second type of legal writing is persuasive. Examples of this type are appellate briefs and negotiation letters written on a client’s behalf. The lawyer must persuade his or her audience without provoking a hostile response through disrespect or by wasting the recipient's time with unnecessary information. In presenting documents to a court or administrative agency he or she must conform to the required document style.
An Introduction to Legal Writing
The drafting of legal documents, such as contracts and wills, is yet another type of legal writing. Guides are available to aid a lawyer in preparing the documents but a unique application of the "form" to the facts of the situation is often required. Poor drafting can lead to unnecessary litigation and otherwise injure the interests of a client.
The legal profession has its own unique system of citation. While it serves to provide the experienced reader with enough information to evaluate and retrieve the cited authorities, it may, at first, seem daunting to the lay reader. Court rules generally specify the citation format required of all memoranda or briefs filed with the court. These rules have not kept up with the changing technology of legal research. Within recent years, online and disk-based law collections have become primary research tools for many lawyers and judges. Because of these changes, there has been growing pressure on those ultimately responsible for citation norms, namely the courts, to establish new rules that no longer presuppose that a publisher's print volume (created over a year after a decision is handed down) is the key reference. Several jurisdictions have responded and many more are sure to follow.
Legal Writing
Legal writing is an art not a science and must be developed with your own personal voice. Sadly, this takes years of practice, so start writing now!
The Starting Point is a “Citation and Style Manual”. Although there are many such as the “Bluebook” formally known as The Bluebook: A Uniform System of Citation , http://www.legalbluebook.com/
(If you go to law school you will become intimately familiar with this book)
For our purposes though, I have provided in Canvas and on Teams a more “Tax Oriented” style manual, though slightly out of date. For our purposes it is good enough. Th Tax Lawyer, Citation and style manual, 2021-2022. The Tax Lawyer, citation and style manual relies in part on the Blue Book but is published by the Tax Section of the American Bar Association
The Writing and Citation Process in “The Tax Lawyer” A Guide Based on the Citation and Style Manual (2021 Edition)
Purpose: Ensures uniform style for tax law scholarship
Key Features: Bluebook-based citations with tax adaptations; guidelines for clear, concise writing.
Scope: Applies primarily to articles, notes, and comments; emphasizes footnotes for citations only.
However, beneficial for all legal writing to the IRS
Overview of the Writing and Citation Process The Structured Process
- Step 1: Research & Planning
- Step 2: Drafting with Citations
- Step 3: Integration & Verification
- Step 4: Editing & Proofreading
- Step 5: Final Review & Submission
Research and Planning
Gather primary sources: Statutes (I.R.C.), cases (Tax Court, circuit courts), regulations (Treas. Reg.).
Identify secondary sources: Treatises, articles .
- Outline structure: Intro (issue framing), Body (analysis with cites), Conclusion (implications).
- Flag citations early: Note full refs and pinpoints (e.g., I.R.C. § 199A(b)(1)(B)).
- Tip: Use manual's Appendix A for standard tax abbreviations (e.g., "Rev. Rul." not "Revenue Ruling").
**Speaker Notes**: "Planning prevents citation errors—research 20% more than needed."
Step 2 - Drafting the Writing
Write formally: Active voice, precise terms (e.g., "deduction under § 162" not "business expense").
Length: Aim for 8,000–12,000 words; abstract (150 words max).
Integrate text: Substantive content in-line; citations in footnotes.
Style Rules: No contractions; Oxford comma; numerals over 10 (e.g., "twenty-one" for 21).
Avoid: Jargon without definition; overly long sentences (>30 words).
"Drafting is 50% writing, 50% citing—seamless flow is key."
Citation Fundamentals
Format: Tax Lawyer 2021 or Bluebook (21st ed.) with tax mods; footnotes only (no endnotes).
Signals: *See* (supports), *e.g.*, *contra*, *cf.* (use italics per Bluebook T13).
Short Forms: Full cite first; then *supra* (for >1 cite away) or *id.* (immediate)
Pinpoints: Always include (e.g., 456 F.3d at 460 n.7).
Currency: Use latest code year (e.g., I.R.C. (2021)); check for amendments.
Full Cite vs Short Cite
| Type | Full Citation | Short Form |
| | Statute | IRC §61(a)(2025) | §61(a) |
| Case | Smith v. Comm’r, 123 T.C. 456 (2021) | Smith, 123 T.C. at 460 |
“Citations aren't decoration—they're the skeleton of your argument.“
Citing Statutes and Legislative Materials
Citing
- Internal Revenue Code: I.R.C. § 123 (2021).
- Regulations: Treas. Reg. § 1.123-1(a)(1) (2021); Prop. Treas. Reg. § 1.123-1, 86 Fed. Reg. 12,345 (Jan. 1, 2021).
- Committee Reports: H.R. Rep. No. 115-466, at 23 (2017).
- State: Model State Tax Code § 456 (2021).
- Tip: Parallel cites for state codes if official.
"Statutes are the backbone—cite the exact subsection."
Citing Cases and Administrative Decisions
Federal: Jones v. United States, 993 F.3d 123, 130 (2d Cir. 2021).
Tax Court: Doe v. Comm'r, 157 T.C. No. 12 (2021).
- IRS Rulings: Rev. Rul. 2021-5, 2021-10 I.R.B. 456.
- Short: Jones, 993 F.3d at 130; history (aff'd or rev'd in parenthetical).
- Tip: Use Westlaw/Lexis for pinpoint accuracy.
“Cases evolve—always note subsequent history."
Citing Secondary Sources
Books: Boris I. Bittker et al., Federal Income Taxation of Individuals ¶ 12.1 (3d ed. 2021).
Articles: Jane Smith, Post-TCJA Deductions 74 Tax Law. 567, 570 (2021).
Treatises: Manual Ch. 3 example: Mertens Law of Federal Income Taxation § 24A.123 (2021).
- Online: Author, Title (date), https://url (last visited Nov. 2, 2025).
- Tip: Supra for author-title after first cite.
"Secondary sources add depth—cite them to bolster, not replace, primaries."
Step 3 - Integrating and Verifying Citations
Embed: Superscript numbers after punctuation; group related cites (e.g., ^1–3).
- Verify: Cross-check sources; update for new rulings (e.g., via IRS.gov).
- Tools: Manual's Ch. 4 checklist; citation software (Zotero with Bluebook plugin).
- Common Error: Missing "at" in pinpoints (“Jones” at 130, not 130).
"Integration turns raw research into persuasive prose."
Step 4: Editing & Proofreading
- Clarity: Eliminate redundancy; ensure logical flow.
- Style Check: Consistent italics (case names), underlining (none per manual).
- Citation Audit: Run manual's Appendix B validation rules.
- Grammar: Manual follows Chicago Manual (e.g., serial commas).
- Peer Edit: Share for blind spots
Step 5: Final Review and Submission
- Compliance: Match manual's formatting (double-spaced, 12-pt font, Word doc).
- Checklist: All cites current? No substantive footnotes? Abstract included?
- Submission: Via ABA portal; include bio and conflict disclosure.
- Post-Submit: Expect 3–6 month review.
Common Pitfalls and Best Practices
- **Title**: Pitfalls & Tips
- **Content**:
- Pitfalls: Over-citing (dilutes argument); ignoring tax-specific rules (e.g., wrong I.R.B. vol.); outdated years.
- Tips: Bookmark manual PDF; join ABA Tax Section for updates; practice with sample articles.
- Resource: Manual's Ch. 5 for FAQs.
Conclusion
- Recap: Follow the 5-step process for rigorous, compliant tax writing.
- Benefits: Enhances credibility, speeds publication in *The Tax Lawyer*.
- Call to Action: Download the 2021 manual from ABA.org and start drafting!
References and Resources
- The Tax Lawyer Citation and Style Manual (Am. Bar Ass'n, Section of Tax'n 2021).
- The Bluebook: A Uniform System of Citation (21st ed. 2020).
- ABA Tax Section: www.americanbar.org/groups/taxation.
Private Letter Ruling (PLR) Request Preparation Outline
I. PRE-ENGAGEMENT DUE DILIGENCE (Before You Draft a Word)
Confirm PLR is the Right Tool
Is the issue prospective (not retroactive)? IRS won’t rule on completed transactions.
Is it a “listed transaction” or “reportable transaction”? (See Notice 2017-10, etc.) → No PLR.
Is the issue covered by published guidance (Rev. Proc., Regs, Notice)? → Likely no PLR.
Client Authorization & Conflicts Check
Signed engagement letter with PLR scope.
Power of Attorney (Form 2848) naming practitioner as representative.
Fee Assessment
User fee: $30,000 (standard) or $2,800 (small taxpayer < $1M gross receipts) – confirm via Rev. Proc. 2025-1.
II. STRATEGIC PLANNING MEETING (The “Ruling Roadmap”)
Identify the “Ruling Request” vs. “Facts”
What exact legal conclusion do you need? (e.g., “Section 355(d) will not apply…”)
Draft the ruling in IRS language first – everything else supports it.
Anticipate IRS Pushback
List every “anti-abuse” rule (351(g), 357(c), 269, etc.) that could kill the deal.
Prepare fallback positions (e.g., “If not 355, then 368(a)(1)(D)…”).
III. DOCUMENT GATHERING & FACT PATTERN LOCKDOWN
Transaction Documents (Signed or Redlined)
Contribution agreements, merger agreements, spin-off plans, etc.
Org charts (pre/post), valuation reports, board minutes.
Tax Return History
Last 3 years of Forms 1120/1065 for all entities.
NOL/DTC schedules, E&P studies, basis workpapers.
Representations Lockbox
Draft every representation in IRS format (Rev. Proc. 2025-1, App. C).
Client signs off on each (no “to the best of knowledge” hedging).
IV. DRAFTING THE PLR REQUEST (The IRS Template – Rev. Proc. 2025-1)
A. Cover Letter (Single Page)
text
Copilot
Certainly, Mr. Carmichael. Speaking in the voice of a seasoned tax attorney, here's a structured outline for preparing a Private Letter Ruling (PLR) Request to the IRS, based on the procedures outlined in Revenue Procedure 2025-1: [irs.gov]
Review Applicable Revenue Procedures
Primary guidance: Revenue Procedure 2025-1
Check Appendix A for current user fees.
Review Rev. Proc. 2025-3 for areas excluded from rulings.
II. Drafting the Request
Cover Letter
Clearly state the request for a private letter ruling.
Include taxpayer’s identifying information (name, EIN, contact info).
Reference applicable Code sections and regulations.
Statement of Facts
Provide a complete and accurate description of all relevant facts.
Include background, parties involved, and the nature of the transaction.
Issue Presented
Frame the specific legal issue(s) for which the ruling is sought.
Phrase as a question of law under the Internal Revenue Code.
Analysis and Arguments
Present taxpayer’s legal analysis.
Cite relevant statutes, regulations, case law, and IRS guidance.
Explain why the taxpayer believes the IRS should rule favorably.
Conclusion
Summarize the taxpayer’s position.
Request a specific ruling on the issue.
III. Required Attachments
Declaration of Truth and Completeness (signed under penalties of perjury).
Power of Attorney (Form 2848) if a representative is submitting on behalf of the taxpayer.
User Fee Payment (check IRS.gov for current fee schedule).
Copy of the Request for public disclosure (redacted version under IRC § 6110).
III. Required Attachments (cont)
Declaration of Truth and Completeness (signed under penalties of perjury).
Power of Attorney (Form 2848) if a representative is submitting on behalf of the taxpayer.
User Fee Payment (check IRS.gov for current fee schedule).
Copy of the Request for public disclosure (redacted version under IRC § 6110).
Mailing Address: Send to the appropriate IRS Associate Chief Counsel office as listed in Rev. Proc. 2025-1.
Electronic Submission: If permitted, follow IRS e-submission protocols.
V. Post-Submission Process
Acknowledgment: IRS will confirm receipt.
Contact: IRS may request additional information or clarification.
Ruling Issuance: Final PLR issued in writing; binding only on the requesting taxpayer.
Sample Private Letter Ruling Request Template
[Your Name or Firm Name] [Address] [City, State ZIP Code] [Phone Number] [Email Address]
Date
Internal Revenue Service Attn: Associate Chief Counsel [Insert appropriate division, e.g., Income Tax & Accounting] [Insert mailing address from Rev. Proc. 2025-1]
Re: Request for Private Letter Ruling under Rev. Proc. 2025-1
Dear Sir or Madam:
Pursuant to Revenue Procedure 2025-1, we respectfully request a private letter ruling on behalf of [Taxpayer Name, EIN], regarding the federal income tax consequences of [brief description of transaction or issue].
I. Taxpayer Information
Address:
EIN or SSN:
Tax Year(s) Involved:
Contact Person:
Authorized Representative: (Attach Form 2848 if applicable)
II. Statement of Facts
Provide a complete and detailed description of all relevant facts, including:
Background of the taxpayer
Description of the transaction or proposed action
Dates and parties involved
Any relevant contracts or agreements (attach copies if necessary)
III. Issues Presented
Clearly state the specific legal issue(s) for which the ruling is requested. Example:
Whether the distribution of property under the proposed reorganization qualifies as tax-free under IRC § 368(a)(1)(D).
IV. Applicable Law and Analysis
Provide a thorough legal analysis, including:
Relevant Code sections
Treasury Regulations
Case law
IRS rulings and guidance
Your interpretation and reasoning
IV. Applicable Law and Analysis (Cont)
Provide a thorough legal analysis, including:
Relevant Code sections
Treasury Regulations
Case law
IRS rulings and guidance
Your interpretation and reasoning
State the exact ruling you are requesting. Example:
We respectfully request a ruling that the proposed transaction qualifies as a tax-free reorganization under IRC § 368(a)(1)(D).
VI. Declaration
Signature Name Title Date
VII. Attachments
Form 2848 (if applicable)
Copy of the request for public inspection (IRC § 6110 redacted version)
User fee payment (check or electronic confirmation)
Supporting documents (contracts, diagrams, etc.)
Common Mistakes in PLR Requests
Insufficient Facts
Vague or incomplete factual descriptions prevent the IRS from making a ruling.
Improper Framing of Issues
Questions must be legal in nature, not hypothetical or policy-based.
Failure to Cite Relevant Authority
Omitting applicable statutes, regulations, or case law weakens the request.
Requesting Rulings on No-Rule Areas
IRS will not rule on certain issues (see Rev. Proc. 2025-3).
Missing Declaration or Signature
The perjury statement is mandatory and must be signed.
Incorrect or Missing User Fee
Fees vary by type of request and must be included.
Poor Organization or Formatting
Disorganized submissions delay processing and may be rejected.
Failure to Include Redacted Copy for Public Disclosure
Required under IRC § 6110.
www.clio.com
The future is not waiting for you . . . It is here and it wants your job
The future is not waiting for you . . . It is here and it wants your job
Alfons Maria Mucha, known internationally as Alphonse Mucha, was a Czech painter, illustrator, and graphic artist. Living in Paris during the Art Nouveau period, he was widely known for his distinctly stylised and decorative theatrical posters, particularly those of Sarah Bernhardt. Wikipedia
Born: July 24, 1860, Ivancice , Czechia
Died: July 14, 1939 (age 78 years), Prague, Czechia
Periods: Art Nouveau, Modern art, Modernism
