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IRSPartnership & Fiduciary (1065/1041 Series)

Official form guide

Form 1065SB2: 1065 (Schedule B-2)

IRS Form 1065SB2 is used by partnerships that elect out of the centralized partnership audit regime. It must be completed if a partnership has 100 or fewer eligible partners for the tax year.

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Form Overview

IRS Form 1065SB2 - 1065 (Schedule B-2)

IRS Form 1065SB2 is used by partnerships that elect out of the centralized partnership audit regime. It must be completed if a partnership has 100 or fewer eligible partners for the tax year.

Part I lists all eligible partners with their TINs; Part II details S corporation shareholders for each partner; Part III totals the required Schedules K-1; Parts IV and V provide continuations if there are many partners or shareholders.

Risk Radar

Scan points
  • 1The total count on Part III must not exceed 100 to qualify for the election.
  • 2Failing to attach Form 1065SB2 to the main Form 1065 return.
  • 3Exceeding the total partner count of 100 on Part III, Line 3.
  • 4Omitting an S corporation partner from Part I when required.
  • 5Not using Part IV when there are more than 15 partners listed in Part I/IV.

Plain English

This form allows certain partnerships to opt out of a standard IRS review process, which can speed up their filing. By completing Form 1065SB2, the partnership confirms it meets specific partner criteria and lists all its members and related S corporation shareholders.

Submission Date

  • Filing date: 2018-12-26 22:00:13
  • Preparation window: collect IDs, supporting records, and signatures in advance.
  • Final review: verify names, dates, and required fields before submission.

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Glossary Terms

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What this form is for

  • Use this form when a partnership, including REMICs, elects out of the centralized partnership audit regime because it has 100 or fewer eligible partners for the tax year.
  • Do not use this form when the partnership is required to issue a Schedule K-1 to any of the following types of partners: a partnership, a trust, a foreign entity that would not be treated as a C corporation were it domestic, a disregarded entity described in Regulations 301.7701-2(c)(2)(i), an estate of an individual other than a deceased partner, or any person holding an interest on behalf of another person.
  • Check Form 1065 instead when the partnership is filing its main return and needs to attach this election.

Form selector

Use this form or another form?

Partnership elects out but has more than 15 partners

Part IV must be used to list additional eligible partners beyond the first 15.

Check Part I and Part IV.

Schedule B-2 (Form 1065)

REMIC electing out of audit regime

This form is attached to Form 1066 for REMICs when making this election.

Check attachment requirements on Form 1066.

Schedule B-2 (Form 1065)

Partnership has only S corporation partners as eligible partners

Part II must be completed to list the names and U.S. TINs of each S corporation that is a partner.

Ensure all S corp shareholders are counted when determining eligibility.

Schedule B-2 (Form 1065)

Deadline or filing window

A partnership must file Form 1065SB2 for every tax year the election is effective. This form must be attached to a timely filed Form 1065, including any extensions granted.

Checklist

What you need before filling it out

1

Eligibility Count

Number of Schedules K-1 issued by partnership + number of S corp partners' K-1s to shareholders · Instructions p. 1

Counting shares of S corps as partnersHigh
2

Eligible Partner Type

Individual (Code I) · Instructions p. 1

Using the wrong code in Column 3Medium
3

S Corporation Shareholder Count

All shareholders of each S corporation that is a partner · Form p. 1 / Instructions p. 1

Forgetting to count all shareholders when counting partnersHigh
4

Required Attachment

Schedule B-2 (Form 1065) · Instructions p. 1

Not attaching the form or using an incorrect versionHigh
5

Partner Name/TIN

Partner's name and correct U.S. TIN · Part I, Column 1 & 2

Inaccurate TIN results in validation errorsMedium
6

Ineligible Partner Type

Trust (or any other ineligible type) · Instructions p. 1

Including a partner that is a trust when counting partnersHigh

Before you submit

  1. 1Verify the partnership has 100 or fewer eligible partners for the tax year.
  2. 2Ensure every partner listed in Part I meets eligibility requirements under section 6221(b)(1)(C) as amended by BBA.
  3. 3Confirm that all U.S. TINs provided in Column 2 of Part I are accurate to avoid validation errors.
  4. 4If applicable, ensure Part II lists the name and U.S. TIN for every S corporation partner.
  5. 5If more than 15 partners exist, confirm that Part IV is used correctly to continue the list of partners.
  6. 6Verify that the form is attached to a timely filed Form 1065 (or Form 1066 if it is a REMIC).
  7. 7Confirm the revision date on the form reads December 2018.

How to file this form

  1. 1Complete Part I by listing each eligible partner's name in Column 1 and their correct U.S. TIN in Column 2.
  2. 2Assign the appropriate code (I, C, S, E, or F) to each eligible partner in Column 3 of Part I.
  3. 3If applicable, complete Part II by listing the name and U.S. TIN for every S corporation that is a partner.
  4. 4If the partnership has more than 15 partners, complete Part IV to continue listing additional eligible partners.
  5. 5Attach the completed Schedule B-2 (Form 1065) to the timely filed Form 1065 or Form 1066.
  6. 6Retain a copy of the fully executed form for your records.

Known limitations

  1. 1A partnership cannot make the election under section 6221(b) if the total number of required Schedules K-1 (Line 3 on Form 1065SB2) is more than 100.
  2. 2The form must be completed for every tax year that the election is to be effective, even if the partnership has 100 or fewer eligible partners.
  3. 3A partnership is not considered eligible if it is required to issue a Schedule K-1 to a partnership itself.
  4. 4A partnership is not considered eligible if it is required to issue a Schedule K-1 to a trust.
  5. 5The count of partners must include all shareholders of any S corporation that is a partner for determining eligibility.

Field map

Compact field-by-field guide

9 fields

Entity Info

2 items

Corporation Name and EIN

Full legal name of the corporation and its Employer Identification Number.

Requiredtext
Address and Date Incorporated

Current mailing address and date of incorporation.

Requiredtext

Income

3 items

Gross Receipts or Sales

Total revenue from business operations before deducting costs.

Requiredamount
Cost of Goods Sold

Direct costs attributable to producing goods sold by the corporation.

amount
Total Income

Gross receipts minus cost of goods sold and returns/allowances.

Requiredamount

Deductions

1 items

Total Deductions

Sum of all business expenses including compensation, rent, interest, taxes, and depreciation.

Requiredamount

Tax

2 items

Taxable Income

Total income minus total deductions.

Requiredamount
Total Tax

Tax calculated on taxable income using the applicable corporate tax rate, minus any credits.

Requiredamount

Signatures

1 items

Officer Signature

An authorized corporate officer must sign and date the return.

Requiredsignature
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Current form status
IRS

The current edition is December 2018; readers should check IRS.gov/Form1065 for the latest information regarding developments related to this form.

What changed or needs a fresh check

  • Edition date — confirm the revision date reads 12/2018.
  • Fee — Not stated in the official source.
  • Mailing address — Not stated in the official source (but must be attached to Form 1065 or Form 1066).
  • Signature — The form requires completion, but specific signature placement is not detailed in the excerpts provided.

Quick Facts

Partnerships, Trusts, Foreign entities not treated as C corporations if they were domestic entities, Disregarded entities described in Regulations 301.7701-2(c)(2)(i), Estates of individuals other than those of deceased partners, and Persons that hold an interest in the partnership on behalf of another person must complete this form.
Part I lists all eligible partners with their TINs; Part II details S corporation shareholders for each partner; Part III totals the required Schedules K-1; Parts IV and V provide continuations if there are many partners or shareholders.
The partnership must complete this form for every tax year that the election is to be effective, and it must be attached to a timely filed Form 1065 (or Form 1066 for a REMIC).
This form must be attached to the Form 1065 return itself; specific routing instructions are not detailed in the excerpts provided.
If the partnership does not complete Form 1065SB2 correctly, the IRS may determine that the election out of the centralized partnership audit regime is not valid.
First, list all eligible partners on Part I and their TINs. Next, detail S corporation shareholders in Part II (and use Part V if over 12). Then, calculate and report the total number of required Schedules K-1 on Part III. Finally, complete Parts IV or V as needed for continuation.

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After you file

  1. 1Attach the completed Form 1065SB2 to a timely filed Form 1065 (or Form 1066 if it is a REMIC).
  2. 2Keep a copy of the completed Form 1065SB2 for record-keeping.
  3. 3If the form is not completed correctly, the IRS may determine that the election is not valid.
  4. 4Confirm the partnership has 100 or fewer eligible partners by summing Line 3 on Form 1065SB2 and including this total on Form 1065, Schedule B, Question 25.

Sources

  • SRCInstructions p.1 — Partnerships with 100 or fewer partners can elect out of the centralized partnership audit regime if each partner is an individual, a C corporation, a foreign entity that would be treated as a C corporation were it domestic, an S corporation, or an estate of a deceased partner.
  • SRCInstructions p.1 — The determination of whether a partnership has 100 or fewer partners requires including all shareholders of each S corporation that is a partner for the count.
  • SRCInstructions p.1 — A partnership must complete and attach this form (Form 1065SB2) to its Form 1065 when making an election out of the centralized partnership audit regime.
  • SRCInstructions p.1 — The total number of partners is determined by adding the number of Schedules K-1 required from the partnership plus the number required from each S corporation partner to its shareholders.
  • SRCForm p.1 — Part III, Line 3 shows the Total Number of Schedules K-1 Required To Be Issued (sum of Part I and all Parts IV).
  • SRCInstructions p.2 — The total calculated on Line 3 should not exceed 100, and this number must be included on Form 1065, Schedule B, Question 25.
  • SRCForm p.1 — For the paper filing reduction notice, the form is designated with OMB No. 1545-0123.

Common confusion points

Who counts as a partner for the eligibility limit?

The partnership must include all shareholders of each S corporation that is a partner in its count.

Verify all S corp shareholders are included when determining if the total is 100 or fewer.

When do you use Form 1065SB2?

Partnerships must complete and attach this form to their Form 1065 for every tax year the election is being made.

Ensure it accompanies the return for the specific tax year in question.

Does an S corporation partner count as one person or multiple people?

The partnership must include all shareholders of that S corporation when counting partners.

Review Part I/II to see how many individual shareholder lines are listed for each S corp partner.

What if my partnership is a REMIC?

It must complete Form 1065SB2 and attach it to its Form 1066 return.

Check the form title; if it's not explicitly labeled as an 'ordinary' partnership, confirm it is a REMIC filing.

Where do you report the final partner count?

The total from Line 3 of Form 1065SB2 must be included on Form 1065, Schedule B, Question 25.

Cross-reference the number written on Form 1065SB2, Part III, Line 3 with the corresponding field on Form 1065.

Do you need to list S corp partners separately?

Yes, the instructions indicate that while they are counted in the total, they should be included on Line 1 of Part I (and then listed in Part II).

Ensure the name and TIN for each S corporation partner are at the top of the page grouping their shareholders.

Workflow map

Related forms and next steps

4 signals

Before

Section 6221(b) of the Internal Revenue Code established the centralized partnership audit regime that this election allows partners to opt out of.

Current

1065SB2

After

The latest information regarding developments related to Form 1065SB2 can be found at IRS.gov/Form1065.

Often used with

Form 1065 (The primary partnership return to which this form is attached.)Form 1066 (If the filing entity is a Real Estate Mortgage Investment Conduit or REMIC.)

Questions about IRS Form 1065SB2

What is IRS Form 1065SB2 used for?

This form allows certain partnerships to opt out of a standard IRS review process, which can speed up their filing. By completing Form 1065SB2, the partnership confirms it meets specific partner criteria and lists all its members and related S corporation shareholders.

Who must file IRS Form 1065SB2?

Partnerships, Trusts, Foreign entities not treated as C corporations if they were domestic entities, Disregarded entities described in Regulations 301.7701-2(c)(2)(i), Estates of individuals other than those of deceased partners, and Persons that hold an interest in the partnership on behalf of another person must complete this form.

What information does IRS Form 1065SB2 require?

Part I lists all eligible partners with their TINs; Part II details S corporation shareholders for each partner; Part III totals the required Schedules K-1; Parts IV and V provide continuations if there are many partners or shareholders.

When is IRS Form 1065SB2 due?

The partnership must complete this form for every tax year that the election is to be effective, and it must be attached to a timely filed Form 1065 (or Form 1066 for a REMIC).

Where do I file IRS Form 1065SB2?

This form must be attached to the Form 1065 return itself; specific routing instructions are not detailed in the excerpts provided.

How do I complete IRS Form 1065SB2?

First, list all eligible partners on Part I and their TINs. Next, detail S corporation shareholders in Part II (and use Part V if over 12). Then, calculate and report the total number of required Schedules K-1 on Part III. Finally, complete Parts IV or V as needed for continuation.

What happens if IRS Form 1065SB2 is filed incorrectly?

If the partnership does not complete Form 1065SB2 correctly, the IRS may determine that the election out of the centralized partnership audit regime is not valid.

Who counts as a partner for the eligibility limit?

The partnership must include all shareholders of each S corporation that is a partner in its count. Verify all S corp shareholders are included when determining if the total is 100 or fewer.

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Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
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