Instructions For Form 5452 - Corporate Report Of Nondividend Distributions
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Form 5452 (Rev. 10-2016)
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Instructions
• If the corporation was required to complete Schedule L (Form
1120) for the tax year, a tax basis balance sheet. Show the
Section references are to the Internal Revenue Code, unless
application of the net differences to the balance sheet items as
otherwise noted.
shown on Schedule L. Explain any further adjustments
Future Developments
necessary to figure the balance sheet on a tax basis. If the
corporation used an accelerated method of depreciation, attach
For the latest information about developments related to Form
a schedule of the depreciation (and any amortization) figured
5452 and its instructions, such as legislation enacted after they
under the straight line method. Also attach a reconciliation of
were published, go to
any difference between that amount and the amount deducted
Purpose of Form
on Form 1120 or other comparable return. See Exhibits B and C
in Rev. Proc. 75-17.
Complete Form 5452 if the corporation made nondividend
2. The parent of a consolidated group must also attach the
distributions to shareholders under section 301, section
following information.
1368(c)(3), or section 1371(e).
• A schedule that shows the allocation of the consolidated tax
Who Must File
liability and identifies the method used. (Indicate if an
All corporations that have made nondividend distributions to
intercompany agreement is in effect.)
their shareholders must file Form 5452. If the corporation is a
• A schedule that shows the taxable income or loss of each
member of a consolidated group, the parent corporation must
member of the consolidated group.
file Form 5452.
• For each member of a consolidated group that made
An S corporation should file this form only for distributions
nondividend distributions, provide the information requested in
made under section 1368(c)(3). However, a corporation making
item 1 above.
cash distributions under section 1371(e) during the post-
E. Corporate Distributions
termination transition period from being an S corporation should
file this form.
Complete Part E, Corporate Distributions, showing the taxable
and nontaxable status of distributions reported to shareholders.
How and When To File
The percentage of distributions that is taxable and the
A calendar tax year corporation must attach Form 5452 and
percentage that is nontaxable are based on the amounts shown
the items listed under Supporting Information to its income tax
on each line in the column labeled "Total Amount Paid." If
return due for the tax year in which the nondividend
noncash distributions were made, attach a statement and show
distributions were made.
both the tax bases and fair market values.
A fiscal tax year corporation must attach Form 5452 and the
items listed under Supporting Information to its income tax
Paperwork Reduction Act Notice. We ask for the information
return due for the first fiscal year ending after the calendar year
on this form to carry out the Internal Revenue laws of the United
in which the nondividend distributions were made.
States. You are required to give us the information. We need it
to ensure that you are complying with these laws and to allow
Nondividend Distributions
us to figure and collect the right amount of tax.
Nondividend distributions are distributions made to
You are not required to provide the information requested on
shareholders in the normal course of business.
a form that is subject to the Paperwork Reduction Act unless
They are considered fully or partially nontaxable as dividends
the form displays a valid OMB control number. Books or
only because the paying corporation’s current and
records relating to a form or its instructions must be retained as
accumulated earnings and profits are less than the
long as their contents may become material in the
distributions. Nondividend distributions do not include tax-free
administration of any Internal Revenue law. Generally, tax
stock dividends or distributions exchanged for stock in
returns and return information are confidential, as required by
liquidations or redemptions.
section 6103.
Supporting Information
The time needed to complete and file this form will vary
depending on individual circumstances. The estimated burden
1. Attach the following information to Form 5452. See Rev.
for business taxpayers filing this form is approved under OMB
Proc. 75-17, 1975-1 C.B. 677.
control number 1545-0123 and is included in the estimates
• A computation of earnings and profits for the tax year (see the
shown in the instructions for their business income tax return.
example of a filled-in worksheet and a blank worksheet below).
If you have comments concerning the accuracy of these time
If the corporation was required to complete Schedule M-1 (Form
estimates or suggestions for making this form simpler, we would
1120) or Schedule M-3 (Form 1120) for the tax year, also attach
be happy to hear from you. See the instructions for the tax
a schedule of the differences between the earnings and profits
return with which this form is filed.
computation and the Schedule M-1 or Schedule M-3.
• A year-by-year computation of the accumulated earnings and
profits, and a schedule of differences since the origin of the
company, February 28, 1913, or the last year that information
was furnished, whichever is later.
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