952

Consent To Extend the Time To Assess Tax Under Section 332(b)

Agency
IRS
Revision
Rev. December 2006
Fillable fields
11
Pages
1
Official source
IRS form page
Checked
October 21, 2026
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Page 1 of form 952

Form 952: Consent To Extend the Time To Assess Tax Under Section 332(b)

Form 952, Consent To Extend the Time To Assess Tax Under Section 332(b), is used to extend the period of assessment of all income taxes of the receiving corporation on the complete liquidation of a subsidiary under section 332. The IRS says it is used if the liquidation will be completed within the 3-year period following the end of the subsidiary's tax year in which the first distribution was made.

Under the consent printed on the form, income taxes due on the receiving corporation's return for a named tax year may be assessed at any time during a 4-year period that begins on the later of the due date of that return or the date it is filed for the 3rd tax year beginning after the end of the tax year of the first distribution. The receiving corporation and an authorized Internal Revenue official both sign it.

This is the December 2006 revision, a one-page form with its instructions printed below the consent. You can fill out the PDF free in your browser on this page and download it without an account.

What's on Form 952

Receiving corporation

Name, employer identification number, street address with room or suite number, and city or town, state and ZIP code.

Subsidiary

Name and employer identification number of the subsidiary (liquidating corporation), and its address only if it differs from the receiving corporation's.

Consent statement

The agreement under section 332(b), with a blank for the tax year ending date of the receiving corporation's return that the extended period covers.

Corporate signature

Signature and title of the receiving corporation's officer, with the date signed.

IRS Use Only

Signature, title and date for the authorized Internal Revenue official.

General Instructions

Purpose of form, the address rule, when and where to file, suspension of the assessment period, recognition of gain or loss and signature rules.

How to fill out Form 952

  1. 1

    Receiving corporation details

    Enter the receiving corporation's name, EIN and address. The instructions say to include the suite, room or other unit number, and to show a P.O. box only if the Post Office does not deliver mail to the street address.

  2. 2

    Subsidiary details

    Enter the liquidating subsidiary's name and EIN. The form says not to complete the subsidiary's address if it is the same as the receiving corporation's.

  3. 3

    Tax year

    In the consent paragraph, enter the date the receiving corporation's tax year ends for the return this consent covers.

  4. 4

    Sign and date

    An authorized corporate officer signs with their title and the date signed. An attorney or agent who signs attaches a copy of the authorization, the instructions say.

  5. 5

    Leave IRS Use Only blank

    The IRS Use Only section is for the authorized Internal Revenue official's signature, title and date.

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When and where to file Form 952

When to file

The instructions say to file Form 952 by the due date (including extensions) of the receiving corporation's income tax return for each tax year or part of a tax year that falls within the liquidation period.

Where to file

The instructions say to file it with the Ogden Submission Processing Center, P.O. Box 9941, Ogden, UT 84409-0941.

Suspension of the period

The instructions say the extended period may be suspended or otherwise affected by operation of law in the same manner as the original period, and that the consent never reduces the period the law otherwise provides.

Gain or loss

The instructions say gain or loss on complete liquidation of a subsidiary is generally not recognized, but is recognized if the distribution is not completed within the 3-year period or the receiving corporation can no longer meet section 1504(a)(2).

Who completes Form 952?

  • Receiving corporations

    The corporation that receives the property of a liquidating subsidiary in complete cancellation or redemption of the subsidiary's stock, under a plan of complete liquidation under section 332(b).

  • Liquidations spanning several years

    The form says that if all assets of the subsidiary won't be distributed by the end of its tax year in which the first distribution was made, Form 952 is filed for each tax year or part of a tax year in the liquidation period.

  • Corporate officers and agents

    The instructions say a corporate officer authorized to sign signs and dates the form. If an attorney or an agent of the receiving corporation signs, a copy of the authorization is attached.

  • Affiliated groups

    Groups filing a consolidated income tax return are pointed to Regulations section 1.1502-77 for rules on a common parent signing as agent for a receiving corporation.

  • Authorized IRS official

    The IRS Use Only section holds the signature and title of an authorized Internal Revenue official, who consents along with the receiving corporation.

Form 952 is a corporate form, not one an individual files. The receiving corporation completes and signs it, and an authorized Internal Revenue official signs the IRS Use Only section.

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Questions about Form 952

What does Form 952 do?

The instructions say it extends the period of assessment of all income taxes of the receiving corporation on the complete liquidation of a subsidiary under section 332.

How long is the extended period?

The consent says tax may be assessed during the 4-year period that begins on the later of the due date of the receiving corporation's return or the date it is filed for the 3rd tax year beginning after the end of the tax year of the first distribution.

Is one Form 952 enough for the whole liquidation?

The form says it is filed for each tax year or part of a tax year in the period of liquidation when all assets won't be distributed by the end of the subsidiary's tax year of the first distribution.

Where is Form 952 sent?

The instructions name the Ogden Submission Processing Center, P.O. Box 9941, Ogden, UT 84409-0941.

Who signs Form 952?

A corporate officer authorized to sign for the receiving corporation, and an authorized Internal Revenue official in the IRS Use Only section.

Does Form 952 have separate instructions?

No. Its General Instructions are printed on the form itself, below the signature lines.