8865 Sch. P

Acquisitions, Dispositions, and Changes of Interests in a Foreign Partnership (under section 6046A)

Agency
IRS
Revision
Rev. December 2019
Fillable fields
69
Pages
1
Official source
IRS form page
Checked
October 21, 2026
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Page 1 of form 8865 Sch. P

Schedule P (Form 8865): Changes of Interests in a Foreign Partnership

Schedule P (Form 8865) reports acquisitions, dispositions and changes of interests in a foreign partnership under section 6046A. It is a schedule of Form 8865, Return of U.S. Persons With Respect to Certain Foreign Partnerships, and the schedule says to attach it to Form 8865.

The Instructions for Form 8865 say every Category 4 filer completes Schedule P, unless they qualify under the exception for certain Category 4 filers. A Category 4 filer is a U.S. person that had a reportable event under section 6046A during that person's tax year: an acquisition, a disposition or a change in proportional interest. The instructions measure these events against a 10% direct interest in the partnership.

The schedule has four parts: acquisitions, dispositions, changes in proportional interest, and supplemental information. You can fill out Schedule P free in your browser on this page and download it without an account.

What's on Schedule P (Form 8865)

Header

Name of person filing Form 8865, filer's identification number, name of the foreign partnership, its EIN (if any) and the reference ID number.

Part I: Acquisitions

Columns (a) to (f): the person the interest was acquired from, date of acquisition, FMV and basis of the interest acquired, and percentage interest before and after.

Part II: Dispositions

The same six columns for the person who acquired the interest, date of disposition, FMV and basis of the interest disposed of, and percentages before and after.

Part III: Change in Proportional Interest

Description of the change, date of change, FMV and basis of the interest, and percentage interest before and after the change.

Part IV: Supplemental Information

Space for detail asked for in Parts I, II or III, with the part number and column identified next to each entry.

How to fill out Schedule P (Form 8865)

  1. 1

    Header

    Enter the filer's name and identifying number, and the foreign partnership's name and EIN if any. The instructions say to use the reference ID number shown on Form 8865, item G2(b).

  2. 2

    Part I

    For each acquisition, enter the name, address and identifying number (if any) of the person the interest came from, the date, the FMV and basis as of that date, and the direct percentage interest before and immediately after.

  3. 3

    Part II

    For each disposition, enter the person the interest went to (unless it was a withdrawal from the partnership), the date, the FMV, the adjusted basis immediately before, and percentages before and after.

  4. 4

    Part III

    Briefly describe the event that changed the interest, such as the admission of a new partner, then enter the date, the FMV and basis immediately before the change, and percentages before and after.

  5. 5

    Dates for a series

    If an acquisition, disposition or change took place over several dates, the instructions say to enter the date it was completed.

  6. 6

    Part IV

    Where the percentage differs among capital, profits, losses or deductions, enter "See Below" in columns (e) and (f) and state the percentages here. State any recognized gain or loss on a disposition here too.

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Where it goes, timing and penalties

Attach to Form 8865

The schedule says to attach it to Form 8865. The instructions say Form 8865 is attached to the income tax return (or partnership or exempt organization return) and filed by its due date, including extensions.

No return to file

If no income tax return is required, the instructions say Form 8865 is filed separately with the IRS at the time and place an income tax return would be filed.

Penalties

For failing to report section 6046A information, the instructions list a $10,000 penalty, plus $10,000 for each 30-day period the failure continues after 90 days from an IRS notice, up to $50,000, unless due to reasonable cause.

Section 721(c) interests

The instructions say an acquisition or disposition of a section 721(c) partnership interest can also call for Schedule H, and in some cases Schedule G.

Instructions

Schedule P has no separate instructions. Its line instructions are part of the Instructions for Form 8865, which also hold the Paperwork Reduction Act Notice.

Related forms

Who files Schedule P (Form 8865)?

  • U.S. persons who acquired an interest

    The instructions say an acquisition is reportable when the person did not own a 10% or greater direct interest and now does, or when the direct interest grew by at least a 10% interest since the last reportable event.

  • U.S. persons who disposed of an interest

    A disposition is reportable when the person owned a 10% or greater direct interest and now owns less than 10%, or when the direct interest fell by at least a 10% interest since the last reportable event.

  • Changes in proportional interest

    Reportable when the direct proportional interest rose or fell by at least the equivalent of a 10% interest compared to the last reportable event, for example after a new partner is admitted.

  • Exception for reported contributions

    If a contribution of property for a 10% or greater interest is properly reported under the Category 3 rules, the instructions say it is not also reported as a Category 4 acquisition.

  • One set per partnership

    The instructions say to complete a separate Form 8865 and the applicable schedules for each foreign partnership.

The Instructions for Form 8865 say every Category 4 filer must complete Schedule P, unless the exception for certain Category 4 filers applies. The schedule goes to the IRS attached to the filer's Form 8865.

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Questions about Form 8865 Sch. P

Is Schedule P filed on its own?

No. The schedule says to attach it to Form 8865, and the Instructions for Form 8865 cover it.

What is a Category 4 filer?

The instructions define it as a U.S. person that had a reportable event under section 6046A during that person's tax year: an acquisition, a disposition or a change in proportional interest.

What is the reference ID number?

The instructions say to use the reference ID number shown on Form 8865, item G2(b). It is a number the filer assigns to identify the foreign partnership from year to year.

What if the percentage differs among capital, profits and losses?

The instructions say to enter "See Below" in columns (e) and (f) and state the different percentages in Part IV.

Which date goes in column (b) for a series of transactions?

The instructions say to enter the date the acquisition, disposition or change was completed.