Vorm 1120-FSC Juhised
Vorm 1120-FSC, välisriigi müügikorporatsiooni USA tuludeklaratsioon
Rev. jaanuar 2024
Seotud vormid
- Vorm 1120-FSC - Välismaise müügikorporatsiooni USA tuludeklaratsioon
Department of the Treasury
Internal Revenue Service
Instructions for Form
1120-FSC
(Rev. January 2024)
U.S. Income Tax Return of a Foreign Sales Corporation
Section references are to the Internal Revenue Code
unless otherwise noted.
calculate CAMT if applicable. See the
instructions for Schedule J, line 4.
FSC Repeal and
Extraterritorial Income
Exclusion
Contents
Page
Photographs of Missing
Children
In general, the FSC Repeal and
Extraterritorial Income Exclusion Act of 2000:
The Internal Revenue Service is a proud
partner with the National Center for Missing
FSC Repeal and
Repealed the FSC rules;
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Extraterritorial Income
Provided taxpayers with an exclusion,
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which is figured on Form 8873,
Photographs of missing children selected by
the Center may appear on pages that would
otherwise be blank. You can help bring these
children home by looking at the photographs
and calling 1-800-THE-LOST
Extraterritorial Income Exclusion; and
Provided transition rules for existing
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FSCs. These rules are included in Rules for
Existing FSCs below.
(1-800-843-5678) if you recognize a child.
Note. The American Jobs Creation Act of
2004 repealed the extraterritorial income
exclusion provisions generally for
Other Forms That May Be
The Taxpayer Advocate
Service
transactions after 2004, subject to a
transition rule. See the Instructions for Form
8873 for more information.
The Taxpayer Advocate Service (TAS) is an
independent organization within the IRS
that helps taxpayers and protects taxpayer
rights. TAS’s job is to ensure that every
taxpayer is treated fairly and knows and
The Tax Increase Prevention and
Reconciliation Act of 2005 repealed the FSC
binding contract exception. See Binding
contract exception below for details.
Rules for Existing FSCs
As a taxpayer, the corporation has rights
that the IRS must abide by in its dealings
with the corporation. TAS can help the
corporation if:
In general, a FSC that was in existence on
September 30, 2000, and at all times
thereafter may continue to use the FSC rules
for any transaction in the ordinary course of
business that is (a) before January 1, 2002,
or (b) after December 31, 2001, if such
transaction is pursuant to a binding contract
that meets the requirements described in
Binding contract exception below.
A problem is causing financial difficulty for
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The business is facing an immediate
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threat of adverse action, or
The corporation has tried repeatedly to
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contact the IRS but no one has responded,
or the IRS hasn't responded by the date
promised.
Binding contract exception. The binding
contract exception has been repealed for tax
years beginning after May 17, 2006. For tax
years beginning before May 18, 2006, the
following rules apply: The transaction must
be pursuant to a binding contract between
the FSC (or a person related to the FSC) and
a person other than a related person if that
binding contract was in effect on September
30, 2000, and has remained in effect. A
binding contract includes a purchase,
TAS has offices in every state, the District
of Columbia, and Puerto Rico. Local
advocates' numbers are in their local
directories and at
Future Developments
can also call TAS at 1-877-777-4778.
For the latest information about
developments related to Form 1120-FSC
and its instructions, such as legislation
enacted after they were published, go to
TAS also works to resolve large-scale or
systemic problems that affect many
renewal, or replacement option that is
enforceable against a lessor or seller
taxpayers. If the corporation knows of one of
these broad issues, please report it to TAS
through the Systemic Advocacy
(provided the option is part of a contract that
is binding and in effect on September 30,
2000, and has remained in effect).
What's New
Increase in penalty for failure to file. For
tax returns required to be filed in 2024, the
minimum penalty for failure to file a return
that is more than 60 days late has increased
to the smaller of the tax due or $485. See
Penalty for late filing of return, later.
For more information, go to IRS.gov/
The mere entering into of a single
transaction, such as a lease, would not, in
and of itself, prevent the transaction from
being in the ordinary course of business.
General Instructions
Corporate alternative minimum tax
(CAMT). For tax years beginning after 2022,
certain corporations must determine whether
they are subject to the new CAMT and
Election To Apply Exclusion Rules
Purpose of Form
Use Form 1120-FSC to report the income,
gains, losses, deductions, credits, and to
figure the income tax liability of a FSC.
Taxpayers may elect to apply the
extraterritorial income exclusion rules instead
Jan 24, 2024
Cat. No. 11532V
of the FSC rules for transactions occurring
during the transition period. The election is:
A small FSC is exempt from the foreign
management and foreign economic process
requirements outlined on this page.
Pre-Repeal FSC Rules
Made by checking the box on line 2 of
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Definition of a Foreign Sales
Form 8873,
Made on a transaction-by-transaction
Corporation (FSC)
$5 million limit. Generally, any foreign
trading gross receipts of a small FSC for the
tax year that exceed $5 million are not to be
considered in determining its exempt foreign
trade income. The $5 million limit is reduced
if the small FSC has a short tax year. It may
also be reduced if the small FSC is a
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Under section 922(a), a FSC is defined as a
corporation that has met all of the following
rules:
basis,
Effective for the tax year for which it is
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made and for all subsequent tax years, and
Revocable only with the consent of the
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1. It must be a corporation created or
organized under the laws of a qualifying
foreign country or any U.S. possession other
than Puerto Rico.
IRS.
member of a controlled group that contains
other small FSCs. See Regulations section
1.921-2(b) for more information.
Taxpayers use Form 8873 to determine
their extraterritorial income exclusion.
Qualifying U.S. possessions include
Guam, American Samoa, the
Election To Be Treated as a
Domestic Corporation
Tax Treatment of a FSC
Commonwealth of the Northern Mariana
Islands, and the U.S. Virgin Islands.
A FSC is not taxed on its exempt foreign
trade income. Section 923 defines foreign
trade income as the gross income of a FSC
attributable to foreign trading gross receipts
(defined below).
A FSC that was in existence on September
30, 2000, and at all times thereafter may
elect to be treated as a domestic corporation
if substantially all of its gross receipts are
foreign trading gross receipts. A FSC that
elects to be treated as a domestic
A qualifying foreign country is a foreign
country that meets the exchange of
information rules of section 927(e)(3)(A) or
(B). All U.S. possessions other than Puerto
Rico are also certified to have met these
rules.
The following countries are qualifying
foreign countries that have met the exchange
of information rules of section 927(e)(3)(A) or
927(e)(3)(B): Australia, Austria, Barbados,
Belgium, Bermuda, Canada, Costa Rica,
Cyprus, Denmark, Dominica, the Dominican
Republic, Egypt, Finland, France, Germany,
Grenada, Guyana, Honduras, Iceland,
Ireland, Jamaica, Korea, Malta, the Marshall
Islands, Mexico, Morocco, the Netherlands,
New Zealand, Norway, Pakistan, Peru, the
Philippines, St. Lucia, Sweden, and Trinidad
and Tobago.
The percentage of foreign trade income
exempt from tax is figured differently for
income determined under the administrative
pricing rules (for details, see the Instructions
for Schedule P (Form 1120-FSC)) and
income determined without regard to the
administrative pricing rules. These
corporation ceases to be a FSC for any tax
year for which the election applies (and for
any subsequent tax year).
The election is made by checking the box
on line 3 of Form 8873. An electing
corporation files Form 1120, U.S.
percentages are computed on Schedule E,
page 4, Form 1120-FSC, and carried over to
lines 9a and 9b of Schedule B, page 3, Form
1120-FSC, to figure taxable income or (loss).
Corporation Income Tax Return. Once made,
the election applies to the tax year for which
it is made and remains in effect for all
subsequent years unless the election is
revoked or terminated. If the election is
revoked or terminated, the corporation would
be a foreign corporation that files Form
1120-F, U.S. Income Tax Return of a Foreign
Corporation. Furthermore, the foreign
corporation would not be eligible to reelect to
be treated as a domestic corporation for 5
tax years beginning with the first tax year for
which the original election is not in effect as a
result of the revocation or termination.
See section 923(a)(4) for a special rule
for foreign trade income allocable to a
cooperative. See section 923(a)(5) for a
special rule for military property.
2. It had no more than 25 shareholders
at any time during the tax year.
Tax treaty benefits. A FSC may not claim
any benefits under any income tax treaty
between the United States and any foreign
country.
3. It had no preferred stock outstanding
at any time during the tax year.
4. During the tax year, the FSC must
maintain:
Foreign Trading Gross Receipts
An office in one of the qualifying foreign
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Effect of election. For purposes of section
367, a foreign corporation that has elected to
be a domestic corporation is generally
treated as transferring, as of the first day of
the first tax year to which the election
applies, all of its assets to a domestic
corporation in an exchange under section
354.
A FSC is treated as having foreign trading
gross receipts (defined in section 924) only if
it has met certain foreign management and
foreign economic process requirements.
countries or U.S. possessions listed above;
A set of permanent books of account
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(including invoices) at that office; and
The books and records required under
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section 6001 at a U.S. location to sufficiently
establish the amount of gross income,
deductions, credits, or other matters required
to be shown on its tax return.
Foreign trading gross receipts do not
include:
Certain excluded receipts (defined in
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section 924(f)).
Receipts attributable to property excluded
FSC Election
5. It must have at least one director, at
all times during the tax year, who is not a
resident of the United States.
6. It must not be a member, at any time
during the tax year, of a controlled group of
which a DISC is a member.
7. It must have elected to be a FSC or
small FSC, and the election must have been
in effect for the tax year.
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from export property under section 927(a)(2).
Investment income (defined in section
No corporation may elect to be a FSC or a
small FSC (defined below) after September
30, 2000.
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927(c)).
Carrying charges (defined in section
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Termination of Inactive FSCs
927(d)(1)).
If a FSC has no foreign trade income (see
later) for any 5 consecutive tax years
Note. Computer software licensed for
reproduction abroad is not excluded from
export property under section 927(a)(2).
Therefore, receipts attributable to the sale,
lease, or rental of computer software and
services related and subsidiary to such
transactions qualify as foreign trading gross
receipts.
beginning after December 31, 2001, the FSC
will no longer be treated as a FSC for any tax
year beginning after that 5-year period.
Small FSC. Section 922(b) defines a small
FSC as a corporation that:
Elected small FSC status and has kept the
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Additional Information
election in effect for the tax year; and
For additional information regarding the rules
discussed above, see Rev. Proc. 2001-37,
2001-1 C.B. 1327.
Is not a member, at any time during the
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tax year, of a controlled group that includes a
FSC (unless that other FSC is also a
small FSC).
Foreign Management Rules
A FSC (other than a small FSC) is treated as
having foreign trading gross receipts for the
tax year only if the management of the FSC
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Instructions for Form 1120-FSC (Rev. 1-2024)
during the year takes place outside the
United States. These management activities
include:
terms of a transaction, including, but not
attributable to activities performed outside
limited to, price, credit terms, quantity, or time the United States. For purposes of the 50%
or manner of delivery.
test, foreign direct costs are based on the
direct costs of all activities described in all
paragraphs of section 924(e). For purposes
of the 85% test, however, foreign direct costs
are determined separately for each
Meetings of the board of directors and
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3. Making a contract refers to
performance by the FSC of any of the
elements necessary to complete a sale, such
as making or accepting an offer.
meetings of the shareholders.
Disbursing cash, dividends, legal and
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accounting fees, salaries of officers, and
salaries or fees of directors from the principal
bank account (see below).
paragraph of section 924(e).
Grouping transactions. Generally, the
sales activities described above are to be
applied on a transaction-by-transaction
basis. However, a FSC may make an annual
election to apply any of the sales activities on
the basis of a group. To make the election,
check the applicable box on line 10a,
Additional Information, on page 2 of Form
1120-FSC. See Regulations section
For more details, see Regulations section
Maintaining the principal bank account at
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1.924(d)-1(d).
all times during the tax year.
Check the applicable box(es) on line 10b,
Additional Information, on page 2 of the form,
to indicate how the FSC met the foreign
direct costs requirement.
Meetings of directors and meetings of
the shareholders. All meetings of the
board of directors of the FSC and all
meetings of the shareholders of the FSC that
take place during the tax year must take
place outside the United States.
In addition, all such meetings must
comply with the local laws of the foreign
country or U.S. possession in which the FSC
was created or organized. The local laws
determine whether a meeting must be held,
when and where it must be held (if it is held
at all), who must be present, quorum
requirements, use of proxies, etc.
Grouping transactions. Generally, the
foreign direct cost tests under Regulations
section 1.924(d)-1(d) are applied on a
transaction-by-transaction basis. However,
the FSC may make an annual election (on
line 10d, Additional Information, on page 2 of
the form) to apply the foreign direct cost tests
on a customer, contract, or product or
product line grouping basis. Any grouping
used must be supported by adequate
documentation of performance of activities
and costs of activities relating to the grouping
used. See Regulations section 1.924(d)-1(e)
for details.
1.924(d)-1(c)(5) for details.
Satisfaction of either the 50% or 85% for-
eign direct cost test. To qualify as foreign
trading gross receipts, the foreign direct
costs incurred by the FSC attributable to the
transaction must equal or exceed 50% of the
total direct costs incurred by the FSC
attributable to the transaction.
Instead of satisfying the 50% foreign
direct cost test, the FSC may incur foreign
direct costs attributable to activities
Principal bank accounts. See Regulations
section 1.924(c)-1(c) for information
regarding principal bank accounts.
described in each of two of the section
924(e) categories. The costs must equal or
exceed 85% of the total direct costs incurred
by the FSC attributable to the activity
described in each of the two categories. If no
direct costs are incurred by the FSC in a
particular category, that category is not taken
into account for purposes of determining
whether the FSC has met either the 50% or
85% foreign direct cost test.
Exception for foreign military property.
The economic process rules do not apply to
any activities performed in connection with
foreign military sales except those activities
described in section 924(e). See Regulations
section 1.924(d)-1(f) for details.
Foreign Economic Process Rules
A FSC (other than a small FSC) has foreign
trading gross receipts from any transaction
only if certain economic processes for the
transaction take place outside the United
States. Section 924(d) and Regulations
section 1.924(d)-1 set forth the rules for
determining whether a sufficient amount of
the economic processes of a transaction
takes place outside the United States.
Section 925(c) Rule
To use the administrative pricing rules to
determine the FSC's (or small FSC's) profit
on a transaction or group of transactions, the
FSC must perform (or contract with another
person to perform) all of the economic
Direct costs are costs that:
Are incident to and necessary for the
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performance of any activity described in
section 924(e);
process activities relating to the transaction
or group of transactions. All of the direct and
indirect expenses relating to the performance
of those activities must be reflected on the
books of the FSC and on Form 1120-FSC.
Include the cost of materials consumed in
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Generally, a transaction will qualify if the
FSC satisfies two requirements:
the performance of the activity and the cost
of labor that can be identified or associated
directly with the performance of the activity
(but only to the extent of wages, salaries,
fees for professional services, and other
amounts paid for services actually rendered,
such as bonuses or compensation paid for
services on the basis of a percentage of
profits); and
Participation outside the United States in
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the sales portion of the transaction and
Satisfaction of either the 50% or the 85%
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foreign direct cost test.
Under Temporary Regulations section
1.925(a)-1T(b)(2)(ii), an election may be
made to include on the FSC's books all
expenses, other than cost of goods sold, that
are necessary to figure combined taxable
income for the transaction or group of
transactions. The expenses must be
identified on Schedule G on the applicable
line.
The activities comprising these economic
processes may be performed by the FSC or
by any other person acting under contract
with the FSC.
Include the allowable depreciation
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deduction for equipment or facilities (or the
rental cost for its use) that can be specifically
identified or associated with the activity, as
well as the contract price of an activity
performed on behalf of the FSC by a
contractor.
Participation outside the United States in
the sales portion of the transaction.
Generally, the requirement of section 924(d)
(1)(A) is met for the gross receipts of a FSC
derived from any transaction if the FSC has
participated outside the United States in the
following sales activities relating to the
transaction: (1) solicitation (other than
advertising), (2) negotiation, and (3) making
a contract.
1. Solicitation (other than advertising) is
any communication (including, but not limited
to, telephone, telegraph, mail, or in person)
by the FSC, to a specific, targeted customer
or potential customer.
Who Must File
File Form 1120-FSC if the corporation
elected to be treated as a FSC or small FSC,
and the election is still in effect.
Total direct costs means all of the direct
costs of any transaction attributable to
activities described in any paragraph of
section 924(e). For purposes of the 50% test
of section 924(d)(1)(B), total direct costs are
based on the direct costs of all activities
described in all paragraphs of section
924(e). For purposes of the 85% test of
section 924(d)(2), however, the total direct
costs are determined separately for each
paragraph of section 924(e).
Note. A FSC that elects to be treated as a
domestic corporation under section 943(e)
(1) does not file Form 1120-FSC. Instead, it
files Form 1120.
When To File
Generally, a corporation must file Form
1120-FSC by the 15th day of the 4th month
after the end of its tax year. A FSC that has
2. Negotiation is any communication by
the FSC to a customer or potential customer
aimed at an agreement on one or more of the
Foreign direct costs means the portion
of the total direct costs of any transaction
Instructions for Form 1120-FSC (Rev. 1-2024)
3
dissolved must generally file by the 15th day
of the 4th month after the date it dissolved.
Include their Preparer Tax Identification
See the Instructions for Form 5471 for
more information.
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Number (PTIN), and
Give a copy of the return to the taxpayer.
Form 5472, Information Return of a 25%
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However, a FSC with a fiscal tax year
ending June 30 must file by the 15th day of
the 3rd month after the end of its tax year. A
FSC with a short tax year ending anytime in
June will be treated as if the short year
ended on June 30, and must file by the 15th
day of the 3rd month after the end of its tax
year.
Foreign-Owned U.S. Corporation or a
Foreign Corporation Engaged in a U.S. Trade
or Business. This form is filed by or for a
foreign corporation engaged in a U.S. trade
or business that had reportable transactions
with a related party. See the Instructions for
Form 5472 for filing instructions and
Note. A paid preparer may sign original or
amended returns by rubber stamp,
mechanical device, or computer software
program.
Paid Preparer
Authorization
information about penalties.
If the due date falls on a Saturday,
Sunday, or legal holiday, the corporation can
file on the next business day.
Form 5713, International Boycott Report.
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If the FSC wants to allow the IRS to discuss
its tax return with the paid preparer who
signed it, check the “Yes” box in the signature
area of the return. This authorization applies
only to the individual whose signature
appears in the “Paid Preparer Use Only”
section of the return. It does not apply to the
firm, if any, shown in that section.
FSCs that had operations in, or related to,
certain “boycotting” countries file
Form 5713.
Private delivery services. FSCs can use
certain private delivery services (PDS)
designated by the IRS to meet the “timely
mailing as timely filing” rule for tax returns.
how to get written proof of the mailing date.
For the IRS mailing address to use if
you’re using PDS, go to IRS.gov/
Form 8275, Disclosure Statement, and
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Form 8275-R, Regulation Disclosure
Statement. Use these forms to disclose
items or positions taken on a tax return that
are not otherwise adequately disclosed on a
tax return or that are contrary to Treasury
regulations (to avoid parts of the
If the “Yes” box is checked, the FSC is
authorizing the IRS to call the paid preparer
to answer any questions that may arise
during the processing of its return. The FSC
is also authorizing the paid preparer to:
accuracy-related penalty or certain preparer
penalties).
Form 8300, Report of Cash Payments
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Private delivery services cannot
Over $10,000 Received in a Trade or
Business. Use this form to report the receipt
of more than $10,000 in cash or foreign
currency in one transaction or a series of
related transactions.
Give the IRS any information that is
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deliver items to P.O. boxes. You must
!
CAUTION
missing from the return;
use the U.S. Postal Service to mail
Call the IRS for information about the
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any item to an IRS P.O. box address.
processing of the return or the status of any
related refund or payment(s); and
Extension of time to file. A FSC must File
Form 7004, Application for Automatic
Extension of Time To File Certain Business
Income Tax, Information, and Other Returns,
by the return due date specified earlier, to
request an extension of time to file. See the
Instructions for Form 7004 for additional
information.
Respond to certain IRS notices about
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math errors, offsets, and return preparation.
Assembling the Return
To ensure that the FSC's tax return is
correctly processed, attach all schedules
and other forms after page 6 of Form
1120-FSC, in the following order:
The FSC is not authorizing the paid
preparer to receive any refund check, bind
the FSC to anything (including any additional
tax liability), or otherwise represent the FSC
before the IRS.
1. Form 4136.
The authorization will automatically end
no later than the due date (excluding
2. Additional schedules in alphabetical
Where To File
order.
File Form 1120-FSC with the:
Internal Revenue Service Center
P.O. Box 409101
extensions) for filing the FSC's tax return. If
the FSC wants to expand the paid preparer's
authorization or revoke the authorization
before it ends, see Pub. 947, Practice Before
the IRS and Power of Attorney.
3. Additional forms in numerical order.
4. Supporting statements and
attachments.
Ogden, UT 84409
Who Must Sign
Complete every applicable entry space
on Form 1120-FSC. Do not enter “See
Attached” or “Available Upon Request”
instead of completing the entry spaces. If
more space is needed on the forms or
schedules, attach separate sheets using the
same size and format as the printed forms.
The return must be signed and dated by:
Other Forms That May Be
Required
The president, vice president, treasurer,
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assistant treasurer, chief accounting officer;
or
The FSC may have to file some of the forms
listed below. See the form for more
information.
Any other corporate officer (such as tax
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officer) authorized to sign.
For a list of additional forms the FSC may
need to file (most notably, forms pertaining to
the reporting of various types of income, and
any related withholding, to U.S. persons,
foreign persons, and the IRS), see Pub. 542,
Corporations.
If a return is filed on behalf of a FSC by a
receiver, trustee, or assignee, the fiduciary
must sign the return, instead of the corporate
officer. Returns and forms signed by a
receiver or trustee in bankruptcy on behalf of
a FSC must be accompanied by a copy of
the order or instructions of the court
If there are supporting statements and
attachments, arrange them in the same order
as the schedules or forms they support and
attach them last. Show the totals on the
printed forms. Enter the FSC's name and EIN
on each supporting statement or attachment.
Form 5471, Information Return of U.S.
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Persons With Respect to Certain Foreign
Corporations. This form may have to be filed
by certain U.S. officers, directors, or
shareholders of a FSC to report changes in
ownership (see sections 6046 and the
related regulations).
If a Form 1120-FSC is filed, Form 5471 is
not required to be filed to satisfy the
requirements of section 6038 (see
Temporary Regulations section 1.921-1T(b)
(3)). However, certain U.S. shareholders may
be required to file Form 5471 and the
applicable schedules to report subpart F
income.
authorizing signing of the return or form.
Accounting Methods
Paid Preparer Use Only section. If an
employee of the FSC completes Form
1120-FSC, the paid preparer section should
remain blank. Anyone who prepares Form
1120-FSC but does not charge the FSC
should not complete that section. Generally,
anyone who is paid to prepare the return
must sign and complete the section.
In general, figure taxable income using the
method of accounting used in keeping the
FSC's books and records. In all cases, the
method used must clearly show taxable
income. Permissible overall methods of
accounting include cash, accrual, or any
other method authorized by the Internal
Revenue Code.
The paid preparer must complete the
required preparer information and:
Generally, the following rules apply. For
more information, see Pub. 538, Accounting
Periods and Methods.
Sign the return in the space provided for
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the preparer's signature.
4
Instructions for Form 1120-FSC (Rev. 1-2024)
A FSC cannot use the cash method of
If the net section 481(a) adjustment is
positive, report the ratable portion on Form
1120-FSC, page 4, Schedule F, line 16, as
other income. If the net section 481(a)
adjustment is negative, report the ratable
portion on Form 1120-FSC, page 4,
FSCs that do not maintain an office or
place of business in the United States can
use the Electronic Federal Tax Payment
System (EFTPS) to pay the tax due provided
the FSC has a U.S. bank account. If the FSC
does not have a U.S. bank account, it may
arrange for a financial institution to initiate a
same-day payment on its behalf or it can
arrange for a qualified intermediary, tax
professional, payroll service, or other trusted
third party to make a deposit on its behalf
using a master account. In addition, the FSC
still has the option to pay by check or money
order, payable to “United States Treasury.” To
help ensure proper crediting, write the FSC's
EIN, “Form 1120-FSC,” and the tax period to
which the payment applies on the check or
money order. Enclose the payment when
Form 1120-FSC is filed.
FSCs that do maintain an office or place
of business in the United States must pay the
tax due by electronic funds transfer. The FSC
can pay the tax using EFTPS or it can
arrange for its tax professional, financial
institution, payroll service, or other trusted
third party to make deposits on its behalf. In
addition, the FSC also has the option to
arrange for its financial institution to initiate a
same-day payment.
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accounting unless it is a small business
taxpayer (defined later). A tax shelter
(defined in section 448(d)(3)) may never use
the cash method. See sections 448(a)(1)
through (a)(3). However, see Nonaccrual
later.
Schedule F, line 18, as a deduction.
Unless it is a small business taxpayer
•
Accounting Period
(defined below), a FSC must use an accrual
method for sales and purchases of inventory
items. See the instructions for Form 1125-A.
A FSC must figure its taxable income on the
basis of a tax year. A tax year is the annual
accounting period a FSC uses to keep its
records and report its income and expenses.
Generally, FSCs may use a calendar year or
a fiscal year. Personal service corporations,
however, must generally use a calendar year.
A corporation engaged in farming must
•
use an accrual method. For exceptions, see
section 447 and Pub. 225.
Special rules apply to long-term contracts.
•
See section 460.
Note. The tax year of a FSC must be the
same as the tax year of the principal
shareholder which, at the beginning of the
FSC tax year, has the highest percentage of
voting power. If two or more shareholders
have the highest percentage of voting power,
the FSC must have a tax year that conforms
to the tax year of any such shareholder. See
section 441(h).
Small business taxpayer. For tax years
beginning in 2023, a FSC qualifies as a small
business taxpayer if (a) it has average annual
gross receipts of $29 million or less for the 3
prior tax years, and (b) is not a tax shelter (as
defined in section 448(d)(3)).
A small business taxpayer can account
for inventory by (a) treating the inventory as
non-incidental materials and supplies, or (b)
conforming to its treatment of inventory in an
applicable financial statement (as defined in
section 451(b)(3)). If it does not have an
applicable financial statement, it can use the
method of accounting used in its books and
records prepared according to its accounting
procedures.
Rounding Off to Whole
Dollars
The FSC may enter decimal points and cents Note. If the due date falls on a Saturday,
when completing its return. However, the
corporation should round off cents to whole
dollars on its return, forms, and schedules to
make completing its return easier. The
Sunday, or legal holiday, the payment is due
on the next day that isn't a Saturday, Sunday,
or legal holiday.
Change in accounting method. Generally,
an FSC must get IRS consent to change
either an overall method of accounting or the
accounting treatment of any material item for
income tax purposes. To obtain consent, the
corporation must generally file Form 3115,
Application for Change in Accounting
Method, during the tax year for which the
change is requested. See the Instructions for
Form 3115 and Pub. 538 for more
Electronic Deposit Requirement
corporation must either round off all amounts
on its return to whole dollars or use cents for
all amounts. To round, drop amounts under
50 cents and increase amounts from 50 to 99
cents to the next dollar. For example, $8.40
rounds to $8 and $8.50 rounds to $9.
FSCs with an office or place of business in
the United States must use electronic funds
transfers to make all federal tax deposits
(such as deposits of employment and
corporate income tax). Generally, electronic
funds transfers are made using EFTPS.
However, if the corporation does not want to
use EFTPS, it can arrange for its tax
If two or more amounts must be added to
figure the amount to enter on a line, include
cents when adding the amounts and round
off only the total.
professional, financial institution, payroll
service, or other trusted third party to make
deposits on its behalf. Also, it can arrange for
its financial institution to submit a same-day
payment (discussed below) on its behalf.
EFTPS is a free service provided by the
Department of the Treasury. Services
provided by a tax professional, financial
institution, payroll service, or other third party
may have a fee.
information and exceptions. Also see the
Instructions for Form 3115 for procedures
that may apply for obtaining automatic
consent to change certain methods of
accounting, non-automatic change
Recordkeeping
Keep the FSC's records for as long as they
may be needed for the administration of any
provision of the Internal Revenue Code.
Usually, records that support an item of
income, deduction, or credit on the return
must be kept for 3 years from the date the
return is due or filed, whichever is later. Keep
records that verify the FSC's basis in
property for as long as they are needed to
figure the basis of the original or replacement
property.
procedures, and reduced Form 3115 filing
requirements.
Section 481(a) adjustment. If the
FSC’s taxable income for the current tax year
is figured under a method of accounting
different from the method used in the
preceding tax year, the corporation may have
to make an adjustment under section 481(a)
to prevent amounts of income or expense
from being duplicated or omitted. The
section 481(a) adjustment period is generally
1 year for a net negative adjustment and 4
years for a net positive adjustment. See the
Instructions for Form 3115.
Exceptions to the general section 481(a)
adjustment period may apply. Also, in some
cases, a corporation can elect to modify the
section 481(a) adjustment period. The
corporation may have to complete the
appropriate lines of Form 3115 to make an
election. See the Instructions for Form 3115
for more information and exceptions.
For more information about EFTPS or to
1-800-555-4477 (TTY/TDD
1-800-733-4829).
Depositing on time. For any deposit made
by EFTPS to be on time, the FSC must
submit the deposit by 8 p.m. Eastern time the
day before the date the deposit is due. If the
FSC uses a third party to make deposits on
its behalf, they may have different cutoff
times.
The FSC should keep copies of all filed
returns. They help in preparing future and
amended returns and in the calculation of
earnings and profits.
Tax Payments
The FSC must pay any tax due in full no later
than the due date for filing Form 1120-FSC
File, earlier, for this due date. The method for
payment of the tax due depends upon
whether the FSC has an office or place of
business in the United States.
Same-day wire payment option. If the
FSC fails to submit a deposit transaction on
EFTPS by 8 p.m. Eastern time the day before
the date a deposit is due, it can still make the
deposit on time by using the Federal Tax
Collection Service (FTCS). To use the
same-day wire payment option, the FSC will
Instructions for Form 1120-FSC (Rev. 1-2024)
5
need to make arrangements with its financial
institution ahead of time regarding
show that the failure to file on time was due
to reasonable cause.
street address and the FSC has a P.O. box,
show the box number instead.
availability, deadlines, and costs. Financial
institutions may charge a fee for payments
made this way. To learn more about the
information the FSC will need to provide to its
financial institution to make a same-day wire
If the FSC receives its mail in care of a
third party (such as an accountant or an
attorney), enter “C/O” on the street address
line followed by the third party's name and
street address or P.O. box.
If you believe that reasonable cause
exists, do not attach an explanation
!
CAUTION
when you file Form 1120-FSC.
Instead, if the FSC receives a penalty notice
after the return is filed, send the IRS an
explanation at that time and the IRS will
determine if the FSC meets
Item A. Foreign country or U.S. posses-
Foreign Sales Corporation (FSC), earlier.
Estimated Tax Payments
reasonable-cause criteria.
Generally, the following rules apply to the
FSC's payments of estimated tax.
Item E. Total assets. Enter the FSC's total
assets (as determined by the accounting
method regularly used in keeping the FSC's
books and records) at the end of the tax year
from Form 1120-FSC, page 6, Schedule L,
column (d), line 15. If there are no assets at
the end of the tax year, enter -0-.
Penalty for late payment of tax. A FSC
that does not pay the tax when due generally
may be penalized 1/2 of 1% of the unpaid tax
for each month or part of a month the tax is
not paid, up to a maximum of 25% of the
unpaid tax. The penalty will not be imposed if
the FSC can show that the failure to pay on
time was due to reasonable cause. See
Caution, above.
The FSC must make installment payments
•
of estimated tax if it expects its total tax for
the year (less applicable credits) to be $500
or more.
The installments are due by the 15th day
•
of the 4th, 6th, 9th, and 12th months of the
tax year. If any date falls on a Saturday,
Sunday, or legal holiday, the installment is
due on the next regular business day.
Item F. Final return, name change, ad-
dress change, or amended return.
If this is the FSC's final return and it will no
•
Trust fund recovery penalty. This penalty
may apply if certain income, social security,
and Medicare taxes that must be collected or
withheld are not collected or withheld, or
these taxes are not paid. These taxes are
generally reported on Form 941, Employer's
QUARTERLY Federal Tax Return, or Form
945, Annual Return of Withheld Federal
Income Tax.
The trust fund recovery penalty may be
imposed on all persons who are determined
by the IRS to have been responsible for
collecting, accounting for, or paying over
these taxes, and who acted willfully in not
doing so. The penalty is equal to the full
amount of the unpaid trust fund tax. See Pub.
15 (Circular E), Employer's Tax Guide, for
details, including the definition of responsible
persons.
longer exist, check the “Final return” box.
If the FSC changed its name since it last
If the FSC maintains an office or place of
•
•
business in the United States, it must use
electronic funds transfer to make installment
payments of estimated tax.
filed a return, check the box for “Name
change.” Generally, a FSC must also have
amended its articles of incorporation and
filed the amendment with the jurisdiction in
which it was incorporated.
If the FSC does not maintain an office or
•
place of business in the United States, it can
pay the estimated tax by EFTPS, providing it
has a U.S. bank account. The FSC can also
arrange for its financial institution to submit a
same-day payment on its behalf or can
arrange for its qualified intermediary, tax
professional, payroll service, or other trusted
third party to make a deposit on its behalf
using a master account. In addition, the FSC
still has the option to pay the estimated tax
due by check or money order.
If the FSC has changed its address since
•
it last filed a return (including a change to an
“in care of” address), check the box for
“Address change.”
Note. If a change of address or responsible
party occurs after the return is filed, use
Form 8822-B, Change of Address or
Responsible Party - Business, to notify the
IRS. See the instructions for Form 8822-B for
details.
Penalties may apply if the corporation
•
does not make required estimated tax
payment deposits. See line 3, Estimated tax
penalty, later.
If the FSC is amending its return, check
•
the box for “Amended return.”
Other penalties. Other penalties may be
imposed for negligence, substantial
understatement of tax, reportable transaction
understatements, and fraud. See sections
6662, 6662A, and 6663.
If the FSC overpaid estimated tax, it may
•
FSC Information
be able to get a quick refund by filing Form
4466, Corporation Application for Quick
Refund of Overpayment of Estimated Tax.
Line 1. Principal shareholder. Complete
lines 1a through 1h for the shareholder
(individual, corporation, partnership, trust, or
estate) that was the principal shareholder at
the beginning of the FSC's tax year. See the
A FSC may also be subject to a penalty
(under section 6686) of:
See section 6655 for more information on
how to figure estimated taxes.
$100 for each failure to supply
•
information, up to $25,000 during the
calendar year.
Interest and Penalties
$1,000 for not filing a return.
•
Foreign address. Enter the information
in the following order: city or town, state or
province, country, and foreign postal code.
Follow the country's practice for entering the
name of the state or province and postal
code. Do not abbreviate the country name.
Interest. Interest is charged on taxes paid
late even if an extension of time to file is
granted. Interest is also charged on penalties
imposed for failure to file, negligence, fraud,
substantial valuation misstatements,
substantial understatements of tax, and
reportable transaction understatements from
the due date (including extensions) to the
date of payment. The interest charge is
figured at a rate determined under section
6621.
The section 6686 penalties will not apply
if the FSC can show that the failure was due
above.
Line 2. Parent-subsidiary controlled
group. If the FSC is a subsidiary in a
parent-subsidiary controlled group and the
principal shareholder is not the common
parent of the group, complete lines 2a
through 2g for the common parent. Enter the
consolidated total assets on line 2d for a
group that files a consolidated return;
otherwise, enter only the common parent's
total assets.
Specific Instructions
Period covered. Enter the FSC ‘s tax year
in the space provided at the top of the form.
Name. Print or type the FSC's true name (as
set forth in the charter or other legal
document creating it).
Penalty for late filing of return. A FSC
that does not file its tax return by the due
date, including extensions, may be penalized
5% of the unpaid tax for each month or part
of a month the return is late, up to a
Address. Enter the U.S. address where the
FSC maintains the records required under
section 6001. Include the suite, room, or
other unit number after the street address. If
the post office does not deliver mail to the
maximum of 25% of the unpaid tax. The
minimum penalty for a tax return required to
be filed in 2024 that is more than 60 days late
is the smaller of the tax due or $485. The
penalty will not be imposed if the FSC can
Note. Check the “Yes” box on line 2 if the
FSC is a subsidiary in a parent-subsidiary
controlled group. This applies even if the
6
Instructions for Form 1120-FSC (Rev. 1-2024)
FSC is a subsidiary member of one group
and the parent corporation of another.
administrative pricing rules. For details on
the administrative pricing rules, see the
Instructions for Schedule P (Form
1120-FSC).
section 263A costs paid or incurred during
the tax year not includible on lines 2, 3, and
5.
A “parent-subsidiary controlled group” is
one or more chains of corporations
Line 5. Other costs. Enter on line 5 any
costs paid or incurred during the tax year not
entered on lines 2 through 4. Attach a
statement listing details of the costs.
connected through stock ownership
If the FSC acts as another person's
commission agent on a sale, do not enter
any amount on Schedule A for the sale.
(sections 927(d)(4) and 1563(a)(1)). Both of
the following requirements must be met:
1. More than 50% of the total combined
voting power of all classes of stock entitled to
vote or more than 50% of the total value of all
classes of stock of each corporation in the
group (except the parent) must be owned by
one or more of the other corporations in the
group.
2. The common parent must own more
than 50% of the total combined voting power
of all classes of stock entitled to vote or more
than 50% of the total value of all classes of
stock of at least one of the other corporations
in the group.
Line 7. Inventory at end of year. See
Regulations sections 1.263A-1 through
1.263A-3 for details on determining the
amount of additional section 263A costs to
be included in ending inventory.
Small FSCs will have to make two
separate computations for cost of goods sold
if their foreign trading gross receipts exceed
the limitation amount on line 6e of
Schedule B. In this case, a deduction for cost
of goods sold will be figured separately for
the income on line 6h of Schedule B, and
separately for the income on line 7 of
Schedule F.
Lines 9a through 9f. Inventory valuation
methods. Inventories may be valued at:
Cost,
•
Cost or market value (whichever is lower),
•
or
•
Inventories
Any other method approved by the IRS
Generally, unless you are a small business
taxpayer, inventories are required at the
beginning and end of each tax year if the
purchase or sale of merchandise is an
income-producing factor. See Regulations
section 1.471-1. Additionally, if inventories
are required, you generally must use an
overall accrual method of accounting.
that conforms to the requirements of the
applicable regulations.
Stock owned directly by other members
of the group is not counted when computing
the voting power or value.
See sections 927(d)(4) and 1563(d)(1) for
the definition of “stock” for purposes of
determining stock ownership above.
FSCs that use erroneous valuation
methods must change to a method permitted
for federal income tax purposes. To make
this change, use Form 3115. See the
Instructions for Form 3115. Also see Pub.
538.
If a FSC is a small business taxpayer
(defined below), it may adopt or change its
accounting method to account for inventories
in the same manner as materials and
Line 9a. Method of valuing closing inven-
tory. On line 9a, check the method(s) used
for valuing inventories. Under lower of cost or
market, the term “market” (for normal goods)
means the current bid price prevailing on the
inventory valuation date for the particular
merchandise in the volume usually
Tax and Payments
Line 2h. Backup withholding. If the FSC
had income tax withheld from any payments
it received due to backup withholding,
include the amount withheld in the total for
line 2h. Show the amount withheld in the
blank space in the right-hand column
between lines 1 and 2h, and write “backup
withholding.”
supplies that are non-incidental, or conform
to the FSC's treatment of inventories in an
applicable financial statement (as defined in
section 451(b)(3)), or if the FSC does not
have an applicable financial statement, the
method of accounting used in the FSC's
books and records prepared in accordance
with the FSC's accounting procedures.
Changing an accounting method generally
requires IRS consent. See the Change in
accounting method section, earlier.
purchased by the taxpayer. If section 263A
applies to the taxpayer, the basic elements of
cost must reflect the current bid price of all
direct costs and all indirect costs properly
allocable to goods on hand at the inventory
date.
Inventory may be valued below cost when
the merchandise is unsalable at normal
prices or unusable in the normal way
because the goods are subnormal due to
damage, imperfections, shop wear, etc. The
goods may be valued at the bona fide selling
price, minus direct cost of disposition (but
not less than scrap value). Bona fide selling
price means actual offering of goods during a
period ending not later than 30 days after
inventory date.
Note. Do not include backup withholding
amounts on line 2g. Include on line 2g only
amounts withheld under Chapter 3 or 4 of the
Code.
Small business taxpayer. For tax years
beginning in 2023, a FSC qualifies as a small
business taxpayer if (a) it has average annual
gross receipts of $29 million or less for the 3
prior tax years, and (b) is not a tax shelter (as
defined in section 448(d)(3)).
Line 3. Estimated tax penalty. A FSC that
does not make estimated tax payments
when due may be subject to an
underpayment penalty for the period of
underpayment. Generally, a FSC is subject to
the penalty if its tax liability is $500 or more
and it did not timely pay at least the smaller
of:
All FSCs should see Section 263A
uniform capitalization rules in the instructions
for Schedule G, later. See those instructions
before completing Schedule A.
Its tax liability for the current year, or
•
Its prior year's tax.
•
Lines 9c and 9d. LIFO method. If this is
the first year the Last-in, First-out (LIFO)
inventory method was either adopted or
extended to inventory goods not previously
valued under the LIFO method provided in
section 472, attach Form 970, Application To
Use LIFO Inventory Method, or a statement
with the information required by Form 970.
Also check the LIFO box on line 9c. On
line 9d, enter the amount of total closing
inventories computed under section 472.
Estimates are acceptable.
Use Form 2220, Underpayment of
If the FSC uses intercompany pricing
rules (for purchases from a related supplier),
use the transfer price figured in Part II of
Schedule P (Form 1120-FSC).
Estimated Tax by Corporations, to see if the
FSC owes a penalty and to figure the amount
of the penalty. If Form 2220 is completed,
enter the penalty on line 3, Estimated tax
penalty.
Line 1. Inventory at beginning of year. If
the FSC is changing its method of
accounting for the current tax year, it must
refigure last year's closing inventory using its
new method of accounting and enter the
result on line 1. If there is a difference
between last year's closing inventory and the
refigured amount, attach an explanation and
take it into account when figuring the FSC's
section 481(a) adjustment (explained
earlier).
Schedule A
Complete Schedule A only for the cost of
goods sold deduction related to foreign
trading gross receipts reported on lines 1
through 5 of Schedule B.
If the FSC changed or extended its
inventory method to LIFO and had to write up
the opening inventory to cost in the year of
election, report the effect of the write-up as
other income (as appropriate on Form
1120-FSC, Schedule F, line 16),
Complete column (a) to show the cost of
goods sold for inventory acquired in
transactions using the administrative pricing
rules. Complete column (b) to show the cost
of goods sold for inventory acquired in
transactions that did not use the
Line 4. Additional section 263A costs. If
the FSC has elected a simplified method of
accounting, enter on line 4 the balance of
proportionately over a 3-year period that
begins with the year of the LIFO election.
Instructions for Form 1120-FSC (Rev. 1-2024)
7
For more information on inventory
valuation methods, see Pub. 538. For more
information on changes in the method of
accounting for inventory, see Form 3115 and
the Instructions for Form 3115.
Schedule B.
Line 10. All FSCs (except small FSCs) must
answer these questions. On line 10b,
indicate how the FSC met the foreign direct
costs requirement of section 924(d) for all
transactions that generated foreign trading
gross receipts reported on lines 1 through 5
of Schedule B. Also, complete line 10a
and/or line 10d to make an election to use
either of the annual grouping election(s)
indicated. See Foreign Economic Process
Rules, earlier, for details.
Lines 6b through 6h. See section 924(b)
(2)(B) for the rules regarding the limitation on
the amount of foreign trading gross receipts
that a small FSC can take into account in
determining its exempt foreign trade income.
Additional Information
Line 6d. Temporary Regulations section
1.921-1T(b)(5) indicates that, in the case of a
small FSC having a short tax year, the dollar
limitation reported on line 6b or 6c is to be
prorated on a daily basis. A small FSC
having a short tax year must divide the
number of days in its short tax year by the
number of days that would have made up a
full tax year and enter the resulting fraction
on line 6d as a decimal less than 1.00000.
Example. For its 2023 calendar year tax
year, a small FSC has a short tax year of 73
days. The FSC enters 0.20 (73/365) on
line 6d.
Line 2. Enter any tax-exempt interest
received or accrued. Include any
exempt-interest dividends received as a
shareholder in a mutual fund or other
regulated investment company. Also include
this amount on Schedule M-1, line 7a.
Schedule B
Use Schedule B to compute taxable income
from all sources.
Line 5. If the FSC owned at least a 10%
interest, directly or indirectly, in any foreign
partnership, attach a statement listing the
following information for each foreign
partnership. For this purpose, a foreign
partnership includes an entity treated as a
foreign partnership under Regulations
section 301.7701-2 or 301.7701-3.
Part I
Use Part I to compute net income attributable
to nonexempt foreign trade income. Income
and expenses on lines 1 through 15 are
reported in column (a) if the administrative
pricing rules were used in the transaction
that produced the income.
Line 6f. If commission income is reported in
the total for line 6a of Schedule B, total
receipts for purposes of line 6f are figured as
follows:
1. Name and EIN (if any) of the foreign
partnership;
Report in column (b) all foreign trade
income from all transactions in which the
administrative pricing rules were not used.
Attach a statement that shows the
2. Identify which, if any, of the following
forms the foreign partnership filed for its tax
year ending with or within the FSC's tax year:
Form 1042, 1065, or 8804;
1. Enter total of columns (a) and
(b), line 6a, Schedule B
.
.
.
.
1.
computation of the taxable and nontaxable
income included on line 15, column (b).
Include only the taxable amount on line 16.
3. Name of the partnership
2. Enter total commission income
representative (if any); and
reported on line 1 and line 2,
Schedule B
.
.
.
.
.
.
.
.
.
.
.
.
.
2.
3.
4. Beginning and ending dates of the
foreign partnership's tax year.
Nonaccrual experience method for serv-
ice providers. Accrual method FSCs are
not required to accrue certain amounts to be
received from the performance of services
that, based on their experience, will not be
collected, if:
3. Subtract line 2 from line 1
.
4. With respect to the commission
income reported on line 2 above,
enter total gross receipts on the
sale, lease, or rental of property
on which the commission income
arose (section 927(b)(2))
5. Add lines 3 and 4. Enter here and
on line 6f, Schedule B
Line 6. Generally, if the FSC has a net
operating loss (NOL) for the current tax year,
it can elect to waive the entire carryback
period for the NOL and instead carry the
NOL forward to future tax years. To do so,
check the box on line 6 and file the tax return
by its due date, including extensions. Do not
attach the statement described in Temporary
Regulations section 301.9100-12T. Generally
once made, the election is irrevocable.
If the FSC timely filed its return for the
loss year without making the election, it can
make the election on an amended return filed
within 6 months of the due date of the loss
year return (excluding extensions). Attach the
election to the amended return and write
"Filed pursuant to section 301.9100-2" on
the election statement. See the Instructions
for Form 1139.
The services are in the fields of health,
•
law, engineering, architecture, accounting,
actuarial science, performing arts, or
consulting; or
.
.
.
4.
5.
.
.
.
.
.
The FSC meets the section 448(c) gross
•
receipts test for all prior years.
This provision does not apply to any
amount if interest is required to be paid on
the amount or if there is any penalty for
failure to timely pay the amount. See
Regulations section 1.448-3 for more
information on the nonaccrual experience
method, including information on safe harbor
methods.
Line 6h. When making the line 6h
allocation, allocate only the commission
income from the gross receipts on line 4
above. If the small FSC's foreign trading
gross receipts for the tax year (line 6f,
Schedule B) exceed its allowable limitation
(line 6e, Schedule B), the small FSC may
select the gross receipts to which the
limitation is allocated. In such a case,
allocate the amount on line 6g between
columns (a) and (b) on line 6h based on
whether the administrative pricing rules were
used for the gross receipts selected. See
Regulations section 1.921-2(b), Q&A-4.
FSCs that qualify to use the nonaccrual
experience method should attach a
Line 7. Enter the amount of the NOL
carryover to the tax year from prior years,
even if some of the loss is used to offset
income on this return. The amount to enter is
the total of all NOLs generated in prior years
but not used to offset income (either as a
carryback or carryover) to a tax year prior to
the current tax year. Do not reduce the
amount by any NOL deduction reported on
line 19a, Part II, of Schedule B.
statement showing total gross receipts, the
amount not accrued because of the
application of section 448(d)(5), and the net
amount accrued. Enter the net amount on
the applicable line of Schedule B.
Part II
Lines 1 through 5. Enter the foreign trading
gross receipts requested on lines 1 through
Gross Receipts, earlier, for receipts that are
excluded and other details. Report
Line 19a. Net operating loss deduction.
A FSC may use the NOL incurred in one tax
year to reduce its taxable income in another
tax year. Enter on line 19a the total NOL
carryovers from other tax years, but do not
enter more than the FSC's taxable income
(after the dividends-received deduction).
Attach a statement showing the computation
of the NOL deduction. Also complete line 7
in Additional Information on page 2 of the
form.
Foreign Sales Corporation (FSC), earlier, for
definitions of qualifying foreign country and
U.S. possession.
commission income on line 1 or line 2 based
on the sale, lease, or rental of property on
which that commission arose.
Line 5. If the 50% gross receipts test of
section 924(a)(5) is not met, report the FSC's
gross receipts that would have otherwise
qualified under that section on line 16,
Schedule F, instead of line 5,
Line 9. All FSCs (except small FSCs) must
answer these questions. For more
earlier.
8
Instructions for Form 1120-FSC (Rev. 1-2024)
For more details on the NOL deduction,
see section 172 and the Instructions for Form
1139.
should receive a notice from the RIC
specifying the amount of dividends that
qualify for the deduction.
Part II
Enter the taxable portion of gross income of
the FSC that was not derived from foreign
trading gross receipts. This type of income
includes:
Line 19b. Dividends-received deduction.
A FSC may be entitled to a deduction for
dividends it receives from other corporations.
Complete the worksheet on page 12 using
the Instructions for Dividends and
Report so-called dividends or earnings
received from mutual savings banks, etc., as
interest. Do not treat them as dividends.
Small FSCs only. Amounts specifically
•
excluded from foreign trade income because
of the small FSC limitation (the amount by
which line 6f of Schedule B exceeds line 6e
of Schedule B). (Enter the excess, if any, on
line 7 of Schedule F.)
Line 2, Column (a)
Dividends-Received Deduction Worksheet,
later. Attach the completed worksheet to
Form 1120-FSC.
Enter dividends (except those received on
certain debt-financed stock acquired after
July 18, 1984) that are received from
Investment type income. (Enter on lines 8
•
Line 20. Taxable income or (loss). If
line 20 is zero or less, the FSC may have an
NOL that may be carried back or forward as
a deduction to other tax years.
Only farming losses can be carried back.
The carryback period for these losses is 2
years. For NOLs that can be carried back,
the FSC can elect to waive the carryback
period and instead carry the NOL forward to
future tax years.
See the instructions for Additional
Information, line 6, earlier, for information on
making the election to waive the entire
carryback period for farming losses. See the
Instructions for Form 1139 for other special
rules and elections.
through 12 of Schedule F.)
20%-or-more-owned domestic corporations
subject to income tax and that are subject to
the 65% deduction under section 243(c).
Income from property that is subsidized,
•
deemed in short supply, or destined for use
in the United States. (Enter on lines 13 and
14 of Schedule F.)
Amounts from transactions that did not
•
Line 3, Column (a)
meet the foreign economic process
requirements. (Enter on line 15 of
Schedule F.)
Enter the following.
Dividends received on certain
•
Other nonforeign trade income. (Enter on
•
debt-financed stock acquired after July 18,
1984, from domestic and foreign
line 16 of Schedule F.)
For more details, see sections 924(f) and
927(a)(2) and (3).
corporations subject to income tax that
would otherwise be subject to the
dividends-received deduction under section
243(a)(1), 243(c), or 245(a). Generally,
debt-financed stock is stock that the FSC
acquired by incurring a debt (for example, it
borrowed money to buy the stock).
Line 9. See the Dividends and
Dividends-Received Deduction Worksheet,
later, to figure the total dividends to report on
line 9. Attach the completed worksheet to
Form 1120-FSC.
See section 172 for additional
information.
Dividends received from a RIC on
•
debt-financed stock. The amount of
dividends eligible for the dividends-received
deduction is limited by section 854(b). The
FSC should receive a notice from the RIC
specifying the amount of dividends that
qualify for the deduction.
Line 18. Enter the deductions allocated or
apportioned to line 17 income. Attach to
Form 1120-FSC a statement listing each
type of deduction. Show deductions related
to cost of goods sold separately. See the
completing this line.
Schedule E
For purposes of the Note at the top of
Schedule E, a C corporation is a corporation
other than an S corporation. Shareholders,
other than C corporations, are individuals,
partnerships, S corporations, trusts, and
estates.
Line 3, Columns (b) and (c)
Passive activity limitations. Section 469
generally limits the deduction of passive
activity losses for closely held FSCs and
FSCs that are personal service corporations.
See section 469 and the Instructions for
Form 8810 for details.
Use lines 2a through 2d to figure the
exemption percentage for foreign trade
income determined by not using the
administrative pricing rules. See section
923(a)(2).
Dividends received on certain debt-financed
stock acquired after July 18, 1984, are not
entitled to the full 50% or 65%
dividends-received deduction under section
243 or 245(a). The 50% or 65% deduction is
reduced by a percentage that is related to
the amount of debt incurred to acquire the
stock. See section 246A. Also, see section
245(a) before making this computation for an
additional limitation that applies to certain
dividends received from foreign corporations.
Attach a statement to Form 1120-FSC
showing how the amount on line 3, column
(c), was computed.
Use lines 3a through 3d to figure the
exemption percentage for foreign trade
income that was determined by using the
administrative pricing rules (see section
923(a)(3)). If a qualified cooperative is a
shareholder of the FSC, see section 923(a)
(4).
Instructions for Dividends
and Dividends-Received
Deduction Worksheet
For purposes of the 20% ownership test on
lines 1 through 7, the percentage of stock
owned by the FSC is based on voting power
and value of the stock.
Schedule F
Part I
Line 1, Column (a)
Enter net income from nonexempt foreign
trade income and related expenses in Part I.
Line 4, Column (a)
Enter dividends (except those received on
certain debt-financed stock acquired after
July 18, 1984–see section 246A) that:
Enter dividends received on the preferred
stock of a less-than-20%-owned public utility
that is subject to income tax and is allowed
the 23.3% deduction provided in sections
244 and 247 (as affected by P.L. 113-295,
Div. A, section 221(a)(41)(A), Dec. 19, 2014,
128 Stat. 4043) for dividends paid.
Line 2. Enter FSC income that resulted from
the FSC's cooperation with an international
boycott. See section 927(e)(2) and Form
5713 and related schedules and instructions.
Are received from less-than-20%-owned
•
domestic corporations subject to income tax,
and
Qualify for the 50% deduction under
•
Line 3. Enter the amount, if any, of illegal
payments, bribes, or kickbacks that the FSC
paid, directly or indirectly, to government
officials, employees, or agents. See section
927(e)(2).
section 243(a)(1).
Also include on line 1 dividends (except
those received on certain debt-financed
stock acquired after July 18, 1984) from a
regulated investment company (RIC). The
amount of dividends eligible for the
Line 5, Column (a)
Enter dividends received on preferred stock
of a 20%-or-more-owned public utility that is
subject to income tax and is allowed the
26.7% deduction provided in sections 244
before completing this line.
dividends-received deduction under section
243 is limited by section 854(b). The FSC
Instructions for Form 1120-FSC (Rev. 1-2024)
9
and 247 (as affected by P.L. 113-295, Div. A,
section 221(a)(41)(A), Dec. 19, 2014, 128
Stat. 4043) for dividends paid.
246(c)(4) and Regulations section 1.246-5
for more details.
1. Refigure line 18, Part II,
Schedule B (page 3 of Form
1120-FSC) without any
adjustment under section 1059
and without any capital loss
carryback to the tax year under
b. Dividends received on any share of
preferred stock that are attributable to
periods totaling more than 366 days if such
stock was held for less than 91 days during
the 181-day period that began 90 days
before the ex-dividend date. When counting
the number of days the FSC held the stock,
you may not count certain days during which
the FSC's risk of loss was diminished. See
section 246(c)(4) and Regulations section
1.246-5 for more details. Preferred dividends
attributable to periods totaling less than 367
days are subject to the 46-day holding period
rule discussed above.
c. Dividends on any share of stock to
the extent the FSC is under an obligation
(including a short sale) to make related
payments with respect to positions in
substantially similar or related property.
5. Any other taxable dividend income
not properly reported elsewhere on the
Dividends and Dividends-Received
Deduction Worksheet.
Line 6, Column (a)
section 1212(a)(1)
2. Multiply line 1 by 65%
(0.65)
.
.
.
.
.
.
.
1.
2.
Enter the U.S.-source portion of dividends
that:
Are received from less-than-20%-owned
•
.
.
.
.
.
.
.
.
.
.
.
.
.
.
foreign corporations, and
3. Add lines 2, 5, and 7, column (c),
and the part of the deduction on
line 3, column (c), that is
Qualify for the 50% deduction under
•
section 245(a). To qualify for the 50%
deduction, the FSC must own at least 10% of
the stock of the foreign corporation by vote
and value.
attributable to dividends from
20%-or-more-owned
corporations
.
.
.
.
.
.
.
.
.
.
3.
4.
4. Enter the smaller of line 2 or
Line 7, Column (a)
line 3. If line 3 is greater than
line 2, stop here; enter the
amount from line 4 on line 8,
Enter the U.S.-source portion of dividends
that are received from 20%-or-more-owned
foreign corporations and that qualify for the
65% deduction under sections 243 and
245(a).
column (c), and do not complete
lines 5–10 below
.
.
.
.
.
.
.
.
5. Enter the total amount of
dividends from
20%-or-more-owned
corporations that are included on
lines 2, 3, 5, and 7, column
Line 8, Column (c)
If patronage dividends or per-unit retain
allocations are included on line 10, identify
the total of these amounts in a statement
attached to Form 1120-FSC.
Limitation on dividends-received deduc-
tion. Generally, line 8, column (c), may not
exceed the amount on line 10 of the
worksheet below. However, in a year in which
an NOL occurs, this limitation does not apply,
even if the loss is created by the
(a)
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
5.
6.
6. Subtract line 5 from line 1
.
.
.
7. Multiply line 6 by 50%
(0.50)
.
.
.
.
.
.
.
.
.
.
.
.
.
.
7.
8.
9.
Schedule G
Limitations on Deductions
Section 263A uniform capitalization
rules. The uniform capitalization rules of
section 263A require FSCs to capitalize
certain costs to inventory or other property.
In general, FSCs subject to the section
263A uniform capitalization rules are
required to capitalize:
8. Subtract line 3 above from line 8,
dividends-received deduction. See sections
172(d) and 246(b).
column (c)
9. Enter the smaller of line 7 or
line 8
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
10. Dividends-received deduction
after limitation (sec. 246(b)).
Add lines 4 and 9. Enter the
result here and on line 8, column
(c)
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
10.
1. Direct costs of property produced or
acquired for resale, and
2. Certain indirect costs (including
taxes) that are properly allocable to property
produced or property acquired for resale.
Line 10, Column (a)
Include the following.
Indirect costs properly allocable to
property acquired for resale are generally
those costs in the following categories:
1. Dividends (other than capital gain
distributions reported on Schedule D (Form
1120) and exempt-interest dividends) that
are received from RICs and that are not
subject to the 50% deduction.
Off-site storage or warehousing.
Purchasing.
•
•
•
Handling, such as processing,
2. Dividends from tax-exempt
assembling, repackaging, and transporting.
organizations.
General and administrative costs (mixed
•
service costs).
3. Dividends (other than capital gain
distributions) received from a real estate
investment trust that, for the tax year of the
trust in which the dividends are paid,
For details, see Regulations section
1.263A-3(d).
In general, the FSC cannot deduct the
costs required to be capitalized under
section 263A until it sells, uses, or otherwise
disposes of the property (to which the costs
relate). The FSC recovers these costs
through depreciation, amortization, or costs
of goods sold.
qualifies under sections 856 through 860.
4. Dividends not eligible for a
dividends-received deduction, which include
the following.
a. Dividends received on any share of
stock held for less than 46 days during the
91-day period beginning 45 days before the
ex-dividend date. When counting the number
of days the FSC held the stock, you may not
count certain days during which the FSC's
risk of loss was diminished. See section
A small business taxpayer (defined
earlier) is not required to capitalize costs
under section 263A. A small business
taxpayer that wants to discontinue
capitalizing costs under section 263A must
change its method of accounting. See
10
Instructions for Form 1120-FSC (Rev. 1-2024)
section 263A(i) and Regulations section
1.263A-1(j). Also, see the Instructions for
Form 3115.
For more information on the uniform
capitalization rules, see Pub. 538. Also, see
Regulations sections 1.263A-1 through
1.263A-3.
contributed under a salary reduction SEP
agreement or a SIMPLE IRA plan. See the
Instructions for Form 1125-E for more
information on officers' compensation,
including any special rules and limitations
that may apply. You are not required to
complete Form 1125-E or attach it to Form
1120-FSC.
Group. See Schedule O and the Instructions
for Schedule O for more information.
Line 2
FSCs, including FSCs that are qualified
personal service corporations (as defined in
section 448(d)(2)), figure their tax by
multiplying taxable income (Schedule B,
line 20) by 21%. Enter this amount on line 2.
Transactions between related taxpayers.
Generally, an accrual basis taxpayer may
only deduct business expenses and interest
owed to a related party in the year the
payment is included in the income of the
related party. See sections 163(e)(3) and
267(a)(2) for limitations on deductions for
unpaid interest and expenses.
Line 14. Other. Attach a statement, listing
by type and amount, all allowable deductions
that are not deductible elsewhere on Form
1120-FSC. Enter the total on line 14.
Line 3
If the corporation had gross receipts of at
least $500 million in any 1 of the 3 tax years
preceding the current tax year, complete and
attach Form 8991. Enter on line 3 the base
erosion minimum tax from Form 8991, Part
IV, line 5e. See section 59A and the
Examples of other deductions include:
Amortization. See Part VI of Form 4562.
Insurance premiums.
•
•
•
•
Legal and professional fees.
Limitations on business interest ex-
pense. Business interest expense may be
limited. See section 163(j) and Form 8990.
Supplies used and consumed in the
Instructions for Form 8991.
business.
Line 4
Utilities.
•
Line 1. Enter only foreign direct costs on
lines 1a through 1e. See section 924(e) and
Regulations sections 1.924(e)-1(a) through
(e) for definitions and rules on direct activity
costs related to foreign trade income.
A FSC generally enters on line 4 the sum of
Schedule J, lines 2 and 3. However, if the
FSC is an applicable corporation under
section 59(k) and is subject to the corporate
alternative minimum tax (CAMT), complete
Form 4626 and attach it to Form 1120-FSC.
Enter on line 4 the sum of (a) the amount
from Form 1120-FSC, Schedule J, lines 2
and 3, and (b) the amount from Form 4626,
Part II, line 13.
Do not deduct:
Amounts paid or incurred to, or at the
•
direction of, a government or governmental
entity for the violation, or investigation or
inquiry into the potential violation, of a law.
However, see section 162(f) for exceptions to
the general rule.
Line 5. Salaries and wages. Enter the total
salaries and wages paid for the tax year. Do
not include salaries and wages deductible
elsewhere on the return, such as amounts
included in officers' compensation, cost of
goods sold, elective contributions to a
section 401(k) cash or deferred
Any amount that is allocable to a class of
•
exempt income. See section 265(b) for
exceptions.
See Pub. 542 and the Instructions for
Form 1120 for details on other deductions
that may apply to corporations.
Line 5
Foreign tax credit. Generally, a FSC may
not claim a foreign tax credit. It may,
however, claim a foreign tax credit for any
foreign taxes imposed on foreign source
taxable nonforeign trade income
arrangement, or amounts contributed under
a salary reduction SEP agreement or a
SIMPLE IRA plan.
Schedule J
Line 1
Line 10. Compensation of officers. Enter
deductible officers' compensation on line 10.
Do not include compensation deductible
elsewhere on the return, such as amounts
included in cost of goods sold, elective
contributions to a section 401(k) cash or
deferred arrangement, or amounts
(Schedule F, Part II) that is treated as
effectively connected with a U.S. trade or
business. See Temporary Regulations
section 1.921-3T(d)(2) for more details.
If the FSC is a member of a controlled group,
as defined in section 927(d)(4), it must check
the box on line 1 and complete Schedule O
(Form 1120),Consent Plan and
Apportionment Schedule for a Controlled
Instructions for Form 1120-FSC (Rev. 1-2024)
11
Keep for Your Records
Dividends and Dividends-Received Deduction Worksheet
(See Instructions for Dividends and Dividends-Received Deduction Worksheet, earlier.)
(c)
(a) Dividends
received
Dividends-received
(b) %
50
deduction: (a) x (b)
1
2
3
4
5
Dividends from less-than-20%-owned domestic corporations (other than
debt-financed stock) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends from 20%-or-more-owned domestic corporations (other than
debt-financed stock) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
65
Dividends on certain debt-financed stock of domestic and foreign corporations
(section 246A) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
See Inst.
23.3
Dividends on certain preferred stock of less-than-20%-owned public
utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends on certain preferred stock of 20%-or-more-owned public
utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26.7
50
6
7
Dividends from less-than-20%-owned foreign corporations . . . . . . . . . . . . . . . .
Dividends from 20%-or-more-owned foreign corporations . . . . . . . . . . . . . . . .
65
8 Total dividends-received deduction. Add lines 1 through 7. See instructions for
▶
▶
limitation. Enter here and on Schedule B, line 19b . . . . . . . . . . . . . . . . . . . . . .
9
Other dividends from foreign corporations not included on line 3, 6, or 7 . . . . . . .
10 Other dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11 Total dividends. Add lines 1 through 10. Enter here and on
Schedule F, line 9 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
If the total adjustment to be entered on
line 27 is a negative amount, enter the
amount in parentheses.
the value is over $400 ($1,600 if part of a
qualified plan).
Schedule L
The balance sheet should agree with the
FSC's books and records. Include
certificates of deposit as cash on line 1,
Schedule L.
The cost of skyboxes.
•
•
•
Nondeductible club dues.
The part of luxury water travel expenses
Schedule M-1
not deductible under section 274(m).
Line 5c. Travel and entertainment.
Expenses for travel as a form of
•
Line 5. Tax-exempt securities. Include on
Include on line 5c any of the following.
education.
this line:
Entertainment expenses not deductible
•
Other nondeductible travel and
•
State and local government obligations,
•
under section 274(a).
Meal expenses not deductible under
entertainment expenses.
the interest on which is excludible from gross
income under section 103(a), and
•
Line 7a. Tax-exempt interest. Report any
tax-exempt interest received or accrued,
including any exempt-interest dividends
received as a shareholder in a mutual fund or
other regulated investment company. Also
report this same amount on line 2, Additional
Information, on page 2 of the form.
section 274(n).
Expenses for the use of an entertainment
Stock in a mutual fund or other regulated
•
•
investment company that distributed
exempt-interest dividends during the tax year
of the FSC.
facility.
The part of business gifts over $25.
•
•
Expenses of an individual over $2,000,
Line 27. Adjustments to shareholders'
equity. Some examples of adjustments to
report on this line include:
that are allocable to conventions on cruise
ships.
Employee achievement awards of
•
Foreign currency translation adjustments.
The excess of additional pension liability
•
nontangible property or of tangible property if
•
over unrecognized prior service cost.
12
Instructions for Form 1120-FSC (Rev. 1-2024)
Paperwork Reduction Act Notice. We ask for the information on this form to carry out the Internal Revenue laws of the United States. You
are required to give us the information. We need it to ensure that you are complying with these laws and to allow us to figure and collect the
right amount of tax.
You are not required to provide the information requested on a form that is subject to the Paperwork Reduction Act unless the form displays
a valid OMB control number. Books or records relating to a form or its instructions must be retained as long as their contents may become
material in the administration of any Internal Revenue law. Generally, tax returns and return information are confidential, as required by Internal
Revenue Code section 6103.
The estimated burden for taxpayers filing this form is approved under OMB control number 1545-0123.
If you have comments concerning the accuracy of these time estimates or suggestions for making this form and related schedule simpler,
we would be happy to hear from you. You can send us comments through IRS.gov/FormComments. Or you can write to the Internal Revenue
Service, Tax Forms and Publications Division, 1111 Constitution Ave. NW, IR-6526, Washington, DC 20224. Do not send the tax form to this
Instructions for Form 1120-FSC (Rev. 1-2024)
13
Using the list of activities and codes below, determine
from which activity the FSC derives the largest percentage
of its “total receipts.” Total receipts is defined as the sum of
the foreign trading gross receipts on Form 1120-FSC,
page 3, Schedule B, line 6a, and the total income on
page 4, Schedule F, lines 4 and 17. If the FSC's largest
percentage of its total receipts is derived from the
wholesale trading of durable goods, the FSC must use one
of the corresponding codes from the list below
(423100-423990).
Once the principal business activity is determined,
entries must be made on Form 1120-FSC, page 2,
Additional Information, lines 1a, 1b, and 1c. For the
business activity code number, enter the six digit code
selected from the list below. On line 1b, enter a brief
description of the FSC's business activity. Finally, enter a
description of the principal product or service of the FSC on
line 1c.
Forms 1120-FSC
Principal Business Activity Codes
This list of principal business activities and their associated
codes is designed to classify an enterprise by the type of
activity in which it is engaged to facilitate the administration
of the Internal Revenue Code. These principal business
activity codes are based on the North American Industry
Classification System.
424300 Apparel, Piece Goods, & Notions
424400 Grocery & Related Products
513210 Software Publishers
532210 Consumer Electronics &
Wholesale Trade
Appliances Rental
Motion Picture and Sound Recording
Merchant Wholesalers, Durable Goods
Industries
532281 Formal Wear & Costume Rental
532282 Video Tape & Disc Rental
532283 Home Health Equipment Rental
532284 Recreational Goods Rental
532289 All Other Consumer Goods Rental
532310 General Rental Centers
424500 Farm Product Raw Materials
424600 Chemical & Allied Products
424700 Petroleum & Petroleum Products
423100 Motor Vehicle & Motor Vehicle
512100 Motion Picture & Video Industries
(except video rental)
Parts & Supplies
423200 Furniture & Home Furnishings
512200 Sound Recording Industries
424800 Beer, Wine, & Distilled Alcoholic
423300 Lumber & Other Construction
Broadcasting, Content Providers, and
Beverages
Materials
Telecommunications
424910 Farm Supplies
423400 Professional & Commercial
Equipment & Supplies
516100 Radio & Television Broadcasting
424920 Book, Periodical, & Newspapers
532400 Commercial & Industrial Machinery
516210 Media Streaming, Social Networks,
& Equipment Rental & Leasing
423500 Metal & Mineral (except Petroleum)
424930 Flower, Nursery Stock, & Florists'
& Other Content Providers
Supplies
423600 Household Appliances and
Professional Services
517000 Telecommunications (including
Wired, Wireless, Satellite, Cable &
Other Program Distribution,
Resellers, Agents, Other
Electrical & Electronic Goods
424940 Tobacco Products & Electronic
Cigarettes
Architectural, Engineering, and Related
423700 Hardware & Plumbing & Heating
Equipment & Supplies
Services
424950 Paint, Varnish, & Supplies
541310 Architectural Services
541320 Landscape Architecture Services
541330 Engineering Services
541340 Drafting Services
Telecommunications, & Internet
Service Providers)
423800 Machinery, Equipment, & Supplies
424990 Other Miscellaneous Nondurable
Goods
423910 Sporting & Recreational Goods &
Data Processing Services
Supplies
Wholesale Electronic Markets and Agents
and Brokers
518210 Computing Infrastructure
Providers, Data Processing, Web
Hosting, & Related Services
423920 Toy & Hobby Goods & Supplies
423930 Recyclable Materials
425120 Wholesale Trade Agents & Brokers
541350 Building Inspection Services
541360 Geophysical Surveying & Mapping
423940 Jewelry, Watch, Precious Stone, &
Information
519200 Web Search, Rentals, Libraries,
Services
Precious Metals
Archives, & Other Info. Services
Publishing Industries (except Internet)
513110 Newspaper Publishers
513120 Periodical Publishers
513130 Book Publishers
541370 Surveying & Mapping (except
Geophysical) Services
423990 Other Miscellaneous Durable
Goods
Rental and Leasing
541380 Testing Laboratories
Merchant Wholesalers, Nondurable
Rental and Leasing Services
Goods
Other Professional Services
532100 Automotive Equipment Rental &
424100 Paper & Paper Products
513140 Directory & Mailing List Publishers
513190 Other Publishers
Leasing
541600 Management, Scientific, &
Technical Consulting Services
424210 Drugs & Druggists' Sundries
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