[4830-01-p]
DEPARTMENT OF THE TREASURY
Internal Revenue Service
26 CFR Part 58
[TD 10002]
RIN 1545-BQ60
Excise Tax on Repurchase of Corporate Stock – Procedure and Administration
AGENCY: Internal Revenue Service (IRS), Treasury.
ACTION: Final regulations.
SUMMARY: This document contains final regulations that provide guidance regarding
the reporting and payment of the excise tax on repurchases of corporate stock made
after December 31, 2022. The regulations affect certain publicly traded corporations
that repurchase their stock or whose stock is acquired by certain specified affiliates.
DATES: Effective date: These final regulations are effective on June 28, 2024.
Applicability dates: For dates of applicability, see §§58.6001-(d), 58.6011-1(d),
58.6060-1(b), 58.6061-1(b), 58.6065-1(b), 58.6071-1(e), 58.6091-1(d), 58.6107-1(b),
58.6109-1(b), 58.6151-1(b), 58.6694-1(e), 58.6695-1(b), and 58.6696-1(b).
SUPPLEMENTARY INFORMATION:
Background
I. The Proposed Regulations
On April 12, 2024, the Department of the Treasury (Treasury Department) and
the IRS published proposed regulations (REG-118499-23) in the Federal Register (89
FR 25829) that would provide rules on procedure and administration applicable to the
reporting and payment of the excise tax on repurchases of corporate stock (stock
repurchase excise tax) imposed by section 4501 of the Internal Revenue Code (Code)
for repurchases made after December 31, 2022 (proposed procedural regulations).

This Treasury decision finalizes the proposed procedural regulations (other than
proposed §58.6011-1(c)) after taking into account comments received, as described in
the Summary of Comments and Explanation of Revisions section of this preamble. The
final regulations are added as subpart B of new 26 CFR part 58 (Stock Repurchase
Excise Tax Regulations), which is added to subchapter D of 26 CFR chapter I
(Miscellaneous Excise Taxes).
On April 12, 2024, the Treasury Department and the IRS also published a
separate notice of proposed rulemaking (REG-115710-22) in the same issue of the
Federal Register (89 FR 25980) that would provide operating rules in proposed subpart
A of part 58 relating to the computation of the stock repurchase excise tax (proposed
computational regulations). This Treasury decision does not finalize the proposed
computational regulations. The Treasury Department and the IRS intend to finalize the
proposed computational regulations in a separate Treasury decision after considering
comments received with respect to those proposed regulations.
II. Section 4501; Notice 2023-2
Section 4501 was added to a new chapter 37 of the Code by the enactment of
section 10201 of Public Law 117-169, 136 Stat. 1818 (August 16, 2022), commonly
referred to as the Inflation Reduction Act of 2022 (IRA). In general, section 4501
imposes the stock repurchase excise tax on each covered corporation (as defined in
section 4501(b)) for repurchases made after December 31, 2022. See section 10201(d)
of the IRA. The stock repurchase excise tax is equal to 1 percent of the fair market
value of any stock of the covered corporation that is repurchased (as defined in section
4501(c)(1)) by the covered corporation, or treated as repurchased by the covered
corporation, during the taxable year. Section 4501(a). The term “covered corporation”
includes an entity treated as a covered corporation under section 4501(d)(1)(A) or
(d)(2)(A).

Section 4501(f) authorizes the Secretary of the Treasury or her delegate
(Secretary) to prescribe regulations and other guidance as are necessary or appropriate
to carry out, and to prevent the avoidance of, the purposes of section 4501.
On January 17, 2023, the Treasury Department and the IRS published Notice
2023-2, 2023-3 I.R.B. 374, to provide initial guidance on the application of the stock
repurchase excise tax. The notice described certain operating rules for purposes of the
stock repurchase excise tax that the Treasury Department and the IRS intended to
include in proposed regulations. In addition, section 4 of Notice 2023-2 described the
anticipated rules for reporting and paying any liability for the stock repurchase excise
tax. As described in Notice 2023-2, those anticipated rules would provide that (i) the
stock repurchase excise tax must be reported on IRS Form 720, Quarterly Federal
Excise Tax Return, (ii) taxpayers must attach an additional form to the Form 720
reflecting the computation of the stock repurchase excise tax, (iii) the stock repurchase
excise tax must be reported once per taxable year on the Form 720 that is due for the
first full quarter after the close of the taxpayer’s taxable year, (iv) the deadline for
payment of the stock repurchase excise tax is the same as the filing deadline, and
(v) no extensions are permitted for reporting or paying the stock repurchase excise tax.
Consistent with Notice 2023-2, on April 12, 2024, the Treasury Department and
the IRS published the proposed procedural regulations prescribing the manner and
method of reporting and paying the stock repurchase excise tax in proposed subpart B
of the proposed Stock Repurchase Excise Tax Regulations (26 CFR part 58) under
sections 6001, 6011, 6060, 6061, 6065, 6071, 6091, 6107, 6109, 6151, 6694, 6695, and
6696 of the Code. As noted in the preamble to the proposed procedural regulations, to
assist in the identification of transactions subject to the stock repurchase excise tax, the
Treasury Department and the IRS have added items relevant to the stock repurchase
excise tax to tax return forms other than Form 720. See Form 1120, U.S. Corporation

Income Tax Return and Form 1065, U.S. Return of Partnership Income. The Treasury
Department and the IRS continue to evaluate amending or developing other forms,
including for information reporting with respect to foreign owners of domestic business
entities and domestic owners of foreign business entities, to assist in the identification of
transactions subject to the stock repurchase excise tax.
Summary of Comments and Explanation of Revisions
After consideration of the comments received in response to the proposed
procedural regulations, this Treasury decision adopts those regulations (other than
proposed §58.6011-1(c)) with the revisions described in this Summary of Comments
and Explanation of Revisions.
I. Combination of Proposed Procedural Regulations and Proposed Computational
Regulations
One commenter suggested that the proposed computational regulations and the
proposed procedural regulations should be combined into one proposal because they
stem from the same piece of legislation, have the same goal, and employ the same
methodology of achieving that goal. These final regulations do not adopt the
commenter’s suggestion. Although the proposed computational regulations and the
proposed procedural regulations stem from, and facilitate the implementation of, the
same piece of legislation, the Treasury Department and the IRS proposed these
regulations in two separate notices of proposed rulemaking to facilitate the prompt
finalization of the proposed procedural regulations, and to thereby provide taxpayers
with certainty regarding the manner of reporting and paying the stock repurchase excise
tax. Moreover, it is not uncommon for the Treasury Department and the IRS to issue
separate tranches of regulatory guidance with respect to a single statutory provision.
II. Recordkeeping Requirement
Under proposed §58.6001-1(a), any covered corporation, or any person treated
as a covered corporation, that makes a repurchase or that is treated as making a

repurchase is required to keep complete and detailed records sufficient to establish
accurately the amount of repurchases, adjustments, or exceptions required to be shown
on its stock repurchase excise tax return. Proposed §58.6001-1(b) provides that the
IRS may require any covered corporation or person treated as a covered corporation to
make such returns, render such statements, or keep such specific records as to enable
the IRS to determine whether the covered corporation or person treated as a covered
corporation is liable for the stock repurchase excise tax. Proposed §58.6001-1(c)
provides that the records required to be maintained must be available for inspection by
the IRS and retained for so long as their contents may become material.
One commenter suggested that a covered corporation should be required to
keep only complete and detailed records sufficient to establish the amount of tax shown
on its stock repurchase excise tax return, which is defined under proposed §58.60111(b). For example, according to the commenter, if the covered corporation chooses one
method for valuing the amount of the corporation’s repurchases and issuances, and the
IRS asserts that the covered corporation should have used a different method for
valuing the amount of the corporation’s repurchases and issuances, the covered
corporation should not be required to maintain records sufficient to establish the amount
of the corporation’s repurchases and issuances under the IRS’s preferred method of
valuation.
The Treasury Department and the IRS disagree with the commenter. The
recordkeeping requirements in proposed §58.6001-1(a) are similar to the recordkeeping
requirements under section 6001 for other excise taxes in subchapter D of 26 CFR
chapter I (Miscellaneous Excise Taxes). See, for example, §§53.6001-1(a) (“Any
person subject to tax under chapter 42 . . . shall keep records as are sufficient to enable
the district director to determine accurately the amount of liability”); 55.6001-1(a) (similar
with respect to tax under chapter 44); 56.6001-1(a) (similar with respect to tax under

chapter 41); 156.6001-1(a) (similar with respect to tax under chapter 54); and 157.60011(a) (similar with respect to tax under chapter 55). Moreover, the valuation
requirements in the proposed computational regulations would allow covered
corporations to choose from one of four acceptable methods in determining the market
price of publicly traded stock so long as the covered corporation consistently applies
such method throughout the covered corporation’s taxable year. See proposed
§§58.4501-2(h) and -4(e). This recordkeeping requirement appropriately balances the
need for covered corporations to keep records with the IRS’s need to be able to
establish accurately the amount of repurchases, adjustments, or exceptions required to
be shown on a covered corporation’s stock repurchase excise tax return. Accordingly,
these final regulations do not adopt this comment.
III. Return Requirement
A. Overview
Proposed §58.6011-1(a) would require a stock repurchase excise tax return to be
filed by any covered corporation, or any person treated as a covered corporation, that
makes a repurchase (as defined in section 4501(c)(1)), or that is treated as making a
repurchase under section 4501(c)(2)(A), (d)(1)(B), or (d)(2)(B), after December 31,
2022. Under the proposed procedural regulations, any covered corporation, or any
person treated as a covered corporation, that makes a repurchase, or that is treated as
making a repurchase, is required to comply with these requirements, even if every
repurchase is eligible for a statutory exception under section 4501(e) (for example, in
the case of repurchases by a regulated investment company (RIC), as defined in
section 851 of the Code, or a real estate investment trust (REIT), as defined in section
856(a) of the Code) or is offset by issuances or provisions of the covered corporation’s
stock under section 4501(c)(3).
B. Filing obligations of regulated investment companies and real estate investment
trusts

One commenter recommended that RICs and REITs should be exempt from
filing the Form 7208, Excise Tax on Repurchase of Corporate Stock, provided all
repurchases during the relevant reporting period are made by the RIC or the REIT and
thereby qualify for the statutory exception under section 4501(e)(5). Alternatively, the
commenter recommended that, in lieu of requiring RICs and REITs to file Form 7208
with respect to their repurchases, the IRS could add a “checkbox” to Form 1120-RIC,
U.S. Income Tax Return for Regulated Investment Companies, and Form 1120-REIT,
U.S. Income Tax Return for Real Estate Investment Trusts, pursuant to which RICs and
REITs could certify that all stock repurchases made during the taxable year qualified for
the statutory exception under section 4501(e)(5). According to the commenter,
requiring RICs and REITs to file a Form 7208 in situations in which all their repurchases
qualify for the statutory exception under section 4501(e)(5) would be unnecessary,
burdensome, and duplicative of filings already required by the Securities and Exchange
Commission (SEC), with no apparent benefit for tax compliance.
The Treasury Department and the IRS agree that, so long as a covered
corporation qualifies as a RIC or a REIT for a taxable year, then all of such corporation’s
repurchases of its stock during that year would qualify for the statutory exception under
section 4501(e)(5). Accordingly, the final regulations adopt the commenter’s primary
recommendation and exempt RICs and REITs from the obligation to file a stock
repurchase excise tax return. See §58.6011-1(a).
However, RICs and REITs would continue to be subject to the recordkeeping
requirement in §58.6001-1 under the final regulations. Records establishing a RIC’s or
a REIT’s repurchases, adjustments, and exceptions under the stock repurchase excise
tax could become relevant in the event a covered corporation ceases to qualify as a RIC
or a REIT for the taxable year, or if the corporation revokes its election to be a REIT for
the taxable year. In such cases, the corporation’s repurchases would not qualify for the

exception under section 4501(e)(5), and the information required to be retained under
§58.6001-1 would be required to compute the corporation’s stock repurchase excise tax
liability.
C. Filing obligation only for taxable years in which a repurchase is made
Commenters have asked whether proposed §58.6011-1(a) could be construed
as mandating a continuing annual filing requirement for any covered corporation or any
person treated as a covered corporation that has made a repurchase, or that is treated
as having made a repurchase, in a previous taxable year. For example, commenters
have suggested that the language of proposed §58.6011-1(a) could be read as
requiring a covered corporation to file a stock repurchase excise tax return even with
respect to taxable years in which the covered corporation has not made a repurchase,
because proposed §58.6011-1(a) requires any covered corporation that makes a
repurchase after December 31, 2022, to file a stock repurchase excise tax return,
without specifying that a repurchase must occur within the period for which such return
is filed.
The Treasury Department and the IRS intended a stock repurchase excise tax
return to be filed only with respect to a taxable year in which a repurchase, or a
transaction treated as a repurchase, is made. Accordingly, these final regulations
revise §58.6011-1(a) to clarify that a stock repurchase excise tax return must be filed
with respect to any taxable year in which the covered corporation or person treated as a
covered corporation makes a repurchase or is treated as making a repurchase.
D. Special rules for multiple section 4501(d) covered corporations with respect to a
covered surrogate foreign corporation
Proposed §58.6011-1(c) cross-references proposed §58.4501-7(d)(2) for special
rules applicable to persons treated as a covered corporation (as described in section
4501(d)(2)(A)) with respect to a covered surrogate foreign corporation (as defined in
section 4501(d)(3)(B)). These final regulations reserve §58.6011-1(c). The Treasury

Department and the IRS intend to finalize proposed §58.6011-1(c) when proposed
§58.4501-7(d)(2) is finalized.
IV. Signing of Stock Repurchase Excise Tax Return
Under proposed §58.6061-1(a), any stock repurchase excise tax return,
statement, or other document required to be made with respect to the stock repurchase
excise tax would be required to be signed by the person required to file the return,
statement, or other document, or by the persons required or duly authorized to sign in
accordance with the regulations, forms, or instructions prescribed with respect to such
return, statement, or document.
One commenter suggested that the signing requirement under proposed
§58.6061-1(a) should be coordinated with the signing requirement under section 6062
of the Code. Section 6062 provides that “[t]he return of a corporation with respect to
income shall be signed by the president, vice-president, treasurer, assistant treasurer,
chief accounting officer or any other officer duly authorized so to act” (emphasis added).
These final regulations do not adopt this comment. By its terms, section 6062
addresses corporate income tax returns and does not apply to excise tax returns,
including the stock repurchase excise tax return. Accordingly, the appropriate party to
sign the stock repurchase excise return must be designated under section 6061, rather
than section 6062. Moreover, proposed §58.6011-1(b) would provide that the stock
repurchase excise tax return is the Form 720 with an attached Form 7208. The Form
7208 does not have a signature line, and the instructions to the Form 7208 require the
form to be attached to a Form 720, which must be signed under penalties of perjury.
See Instructions to Form 7208. As such, the appropriate party to sign the stock
repurchase excise tax return is the party who signs the Form 720.
V. Example in Proposed §58.6071-1(d)
The Treasury Department and the IRS have made non-substantive revisions to

the Example in proposed §58.6071-1(d) to align it with the effective date of these final
regulations.
VI. Modification of Applicability Date
The rules described in the proposed procedural regulations generally were
proposed to have applied to stock repurchase excise tax returns (and to the extent
relevant, claims for refund) required to be filed after the date final regulations were
published in the Federal Register, and during taxable years ending after the date final
regulations were published in the Federal Register. These final regulations will apply
to stock repurchase excise tax returns (and to the extent relevant, claims for refund)
required to be filed after the date these final regulations are filed with the Federal
Register, and during taxable years ending after the date these final regulations are filed
in the Federal Register. The Treasury Department and the IRS have made this slight
adjustment to the applicability dates to facilitate the IRS’s administration and
enforcement of the stock repurchase excise tax and provide guidance to taxpayers as
quickly as possible.
Statement of Availability for IRS Documents
Any IRS Revenue Procedure, Revenue Ruling, Notice, or other guidance cited in
this preamble is published in the Internal Revenue Bulletin (or Cumulative Bulletin) and
is available from the Superintendent of Documents, U.S. Government Publishing Office,
Washington, DC 20402, or by visiting the IRS website at https://www.irs.gov.
Special Analyses
I. Regulatory Planning and Review—Economic Analysis
Pursuant to the Memorandum of Agreement, Review of Treasury Regulations
under Executive Order 12866 (June 9, 2023), tax regulatory actions issued by the IRS
are not subject to the requirements of section 6 of Executive Order 12866, as amended.
Therefore, a regulatory impact assessment is not required.

II. Paperwork Reduction Act
The Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520) (PRA) requires
that a Federal agency obtain the approval of Office of Management and Budget (OMB)
before collecting information from the public, whether such collection of information is
mandatory, voluntary, or required to obtain or retain a benefit. A Federal agency may
not conduct or sponsor, and a person is not required to respond to, a collection of
information unless the collection of information displays a valid control number.
The collections of information in these final regulations contain reporting and
recordkeeping requirements in §§58.6001-1 and 58.6011-1 necessary for the IRS to
accurately determine the stock repurchase excise tax due. The collection of information
is required by law to comply with the provisions of section 4501 of the Code as enacted
by section 10201 of the IRA.
The recordkeeping requirements mentioned within these final regulations are
considered general tax records under section 6001. These records are required for the
IRS to validate that taxpayers have met the regulatory requirements. The reporting
requirements, including the written penalty of perjury statement, are covered within
Form 7208 and its instructions. The IRS obtained OMB approval for Form 7208 and the
associated collections under 1545-2323 in accordance with the procedures outlined in 5
CFR 1320.10.
These final regulations mention reporting and recordkeeping requirements for tax
preparers. These final regulations are not changing the requirements contained within
§1.6107-1, which is included in 1545-1231.
III. Regulatory Flexibility Act
Pursuant to the Regulatory Flexibility Act (5 U.S.C. chapter 6), it is hereby
certified that these final regulations will not have a significant economic impact on a
substantial number of small entities. This certification is based on the fact that these

final regulations provide specific administrative, procedural, and recordkeeping rules
that apply only to certain tax return preparers and to publicly traded corporations, which
tend to consist of larger businesses. Specifically, based on data available to the IRS,
for tax year 2021, 4,366 corporations reported publicly traded common stock. Of those
corporations, 2,407 (over 55 percent) reported gross receipts over $100 million, and
3,272 (approximately 75 percent) reported gross receipts over $10 million. Meanwhile,
for tax year 2021, the IRS received 7,464,790 Corporation Income Tax Returns and
4,710,457 U.S. Returns of Partnership Income. IRS Publication 6292, Fiscal Year
Projections for the United States: 2022-2029, Fall 2022, Table 2. Of these corporation
and partnership returns for tax year 2021, 11,685,207 reported total assets below $10
million. Thus, the number of corporations affected by these final regulations that
reported total assets below $10 million is less than one hundredth of one percent of the
total number of businesses that reported total assets below $10 million for tax year
2021. Therefore, these final regulations will not create additional obligations for, or
impose an economic impact on, a substantial number of small entities. Accordingly, the
Secretary certifies that the final regulations will not have a significant economic impact
on a substantial number of small entities and a regulatory flexibility analysis under the
Regulatory Flexibility Act is not required.
IV. Section 7805(f)
Pursuant to section 7805(f) of the Internal Revenue Code, the proposed
procedural regulations (REG-118499-23) preceding these final regulations were
submitted to the Chief Counsel for Advocacy of the Small Business Administration for
comment on the impact on small business, and no comments were received.
V. Unfunded Mandates Reform Act
Section 202 of the Unfunded Mandates Reform Act of 1995 requires that
agencies assess anticipated costs and benefits and take certain other actions before

issuing a final rule that includes any Federal mandate that may result in expenditures in
any one year by a State, local, or Tribal government, in the aggregate, or by the private
sector, of $100 million in 1995 dollars, updated annually for inflation. These final
regulations do not include any Federal mandate that may result in expenditures by
State, local, or Tribal governments, or by the private sector in excess of that threshold.
VI. Executive Order 13132: Federalism
Executive Order 13132 (Federalism) prohibits an agency (to the extent
practicable and permitted by law) from promulgating any regulation that has federalism
implications, unless the agency meets the consultation and funding requirements of
section 6 of the Executive order, if the rule either imposes substantial, direct compliance
costs on State and local governments, and is not required by statute, or preempts State
law. This final rule does not have federalism implications and does not impose
substantial direct compliance costs on State and local governments or preempt State
law within the meaning of the Executive order.
VI. Congressional Review Act
Pursuant to the Congressional Review Act (5 U.S.C. 801 et seq.), the Office of
Information and Regulatory Affairs designated this rule as not a “major rule,” as defined
by 5 U.S.C. 804(2).
Drafting Information
The principal authors of these regulations are Kailee H. Farrell and Samuel G.
Trammell of the Office of Associate Chief Counsel (Corporate). However, other
personnel from the Treasury Department and the IRS participated in their development.
List of Subjects in 26 CFR Part 58
Excise taxes, Stock repurchase excise tax, Reporting and recordkeeping
requirements.
Adoption of Amendments to the Regulations

Accordingly, 26 CFR part 58 is added to read as follows:
PART 58—STOCK REPURCHASE EXCISE TAX
Subpart A—[Reserved]
Subpart B—Procedure and Administration
Sec.
58.6001-1 Notice or regulations requiring records, statements, and special returns.
58.6011-1 General requirement of return, statement, or list.
58.6060-1 Reporting requirements for tax return preparers.
58.6061-1 Signing of returns and other documents.
58.6065-1 Verification of returns.
58.6071-1 Time for filing returns.
58.6091-1 Place for filing tax returns under chapter 37 of the Internal Revenue Code.
58.6107-1 Tax return preparer must furnish copy of return or claim for refund to
taxpayer and must retain a copy or record.
58.6109-1 Tax return preparers furnishing identifying numbers for returns or claims for
refund.
58.6151-1 Time and place for paying of tax shown on returns.
58.6694-1 Section 6694 penalties.
58.6695-1 Other assessable penalties with respect to the preparation of tax returns or
claims for refund for other persons.
58.6696-1 Claims for credit or refund by tax return preparers.
Authority: 26 U.S.C. 4501(f) and 7805.
Section 58.6001-1 also issued under 26 U.S.C. 6001;
Section 58.6011-1 also issued under 26 U.S.C. 6011(a);
Section 58.6060-1 also issued under 26 U.S.C. 6060(a);
Section 58.6061-1 also issued under 26 U.S.C. 6061(a);
Section 58.6065-1 also issued under 26 U.S.C. 6065;
Section 58.6071-1 also issued under 26 U.S.C. 6071(a);
Section 58.6091-1 also issued under 26 U.S.C. 6091(a);
Section 58.6107-1 also issued under 26 U.S.C. 6107;
Section 58.6109-1 also issued under 26 U.S.C. 6109(a);
Section 58.6151-1 also issued under 26 U.S.C. 6151;
Section 58.6694-1 also issued under 26 U.S.C. 6694;
Section 58.6695-1 also issued under 26 U.S.C. 6695;
Section 58.6696-1 also issued under 26 U.S.C. 6696.
Subpart A—[Reserved]
Subpart B—Procedure and Administration
§58.6001-1 Notice or regulations requiring records, statements, and special
returns.
(a) In general. Any covered corporation (as defined in section 4501(b) of the

Internal Revenue Code (Code)), or any person treated as a covered corporation (as
described in section 4501(d)(1)(A) or (d)(2)(A)), that makes a repurchase (as defined in
section 4501(c)(1)), or that is treated as making a repurchase under section
4501(c)(2)(A), (d)(1)(B), or (d)(2)(B), must keep such complete and detailed records as
are sufficient to establish accurately the amount of repurchases, adjustments, or
exceptions required to be shown by the covered corporation or person treated as a
covered corporation in any stock repurchase excise tax return (as defined in
§58.6011-1(b)).
(b) Notice by IRS requiring returns, statements, or the keeping of records. The
Internal Revenue Service (IRS) may require any covered corporation or person treated
as a covered corporation, by notice served upon such corporation or person, to make
such returns, render such statements, or keep such specific records as will enable the
IRS to determine whether or not such corporation or person is liable for tax under
chapter 37 of the Code.
(c) Retention of records. The records required by this section must be kept at all
times available for inspection by the IRS and must be retained for so long as the
contents thereof may become material in the administration of any internal revenue law.
(d) Applicability date. This section applies to repurchases, adjustments, or
exceptions required to be shown in any stock repurchase excise tax return required to
be filed after June 28, 2024, and during taxable years ending after June 28, 2024.
§58.6011-1 General requirement of return, statement, or list.
(a) In general. Any covered corporation (as defined in section 4501(b) of the
Internal Revenue Code (Code)), or any person treated as a covered corporation (as
described in section 4501(d)(1)(A) or (d)(2)(A)), other than a regulated investment
company (as defined in section 851 of the Code) or a real estate investment trust (as
defined in section 856(a) of the Code), that makes a repurchase (as defined in section

4501(c)(1)), or that is treated as making a repurchase under section 4501(c)(2)(A),
(d)(1)(B), or (d)(2)(B), after December 31, 2022, must file a stock repurchase excise tax
return with respect to any taxable year in which the covered corporation or person
treated as a covered corporation makes a repurchase or is treated as making a
repurchase under section 4501(c)(2)(A), (d)(1)(B), or (d)(2)(B).
(b) Stock Repurchase Excise Tax Return. For purposes of this part, the term
stock repurchase excise tax return means the Form 720, Quarterly Federal Excise Tax
Return, due for the first full calendar quarter after the end of the covered corporation’s
taxable year, with an attached Form 7208, Excise Tax on Repurchase of Corporate
Stock, or any other forms, schedules, or statements prescribed by the Commissioner for
the purpose of making a return to report the tax under chapter 37 of the Code.
(c) [Reserved]
(d) Applicability date. This section applies to stock repurchase excise tax returns
required to be filed after June 28, 2024, and during taxable years ending after June 28,
2024.
§58.6060-1 Reporting requirements for tax return preparers.
(a) In general. A person that engages or employs one or more signing tax return
preparers (as defined in §301.7701-15(b)(1) of this chapter) to prepare a stock
repurchase excise tax return (as defined in §58.6011-1(b)) or claim for refund of tax
under chapter 37 of the Internal Revenue Code, other than for the person, at any time
during a return period, must satisfy the recordkeeping and inspection requirements in
the manner stated in §1.6060-1 of this chapter.
(b) Applicability date. This section applies to stock repurchase excise tax returns
and claims for refund required to be filed after June 28, 2024, and during taxable years
ending after June 28, 2024.
§58.6061-1 Signing of returns and other documents.

(a) In general. Any stock repurchase excise tax return (as defined in §58.60111(b)), statement, or other document required to be made with respect to the tax
imposed by chapter 37 of the Internal Revenue Code must be signed by the person
required to file the return, statement, or other document, or by the persons required or
duly authorized to sign in accordance with the regulations, forms, or instructions
prescribed with respect to such return, statement, or document. An individual’s
signature on such a return, statement, or other document is prima facie evidence that
the individual is authorized to sign the return, statement, or other document.
(b) Applicability date. This section applies to stock repurchase excise tax
returns, statements, or other documents that are required to be made with respect to
the tax imposed by chapter 37 and required to be filed after June 28, 2024, and during
taxable years ending after June 28, 2024.
§58.6065-1 Verification of returns.
(a) In general. If either a stock repurchase excise tax return (as defined in
§58.6011-1(b)), statement, or other document made with respect to any tax imposed by
chapter 37 of the Internal Revenue Code, or the related form and instructions, requires
that such return, statement, or other document contain or be verified by a written
declaration that it is made under the penalties of perjury, then it must be so verified by
the person or persons required to sign such return, statement, or other document. In
addition, any other statement or document submitted under any provision of chapter 37,
subtitle F, or regulations under this part with respect to any tax imposed by chapter 37
may be required to contain or be verified by a written declaration that it is made under
the penalties of perjury.
(b) Applicability date. This section applies to stock repurchase excise tax
returns, statements, or other documents that are required to be made with respect to
the tax imposed by chapter 37 and required to be filed after June 28, 2024, and during

taxable years ending after June 28, 2024.
§58.6071-1 Time for filing returns.
(a) In general. Except as provided in paragraph (c) of this section, a stock
repurchase excise tax return required by §58.6011-1(a) must be filed by the due date of
the Form 720, Quarterly Federal Excise Tax Return, that is for the first full calendar
quarter after the end of the taxable year of the covered corporation (as defined in
section 4501(b) of the Internal Revenue Code (Code)), or person treated as a covered
corporation (as described in section 4501(d)(1)(A) or (d)(2)(A)).
(b) Example. Corporation X is a covered corporation with a taxable year that
ends on December 31. During its 2024 taxable year, Corporation X makes a
repurchase within the meaning of section 4501(c)(1). Because Corporation X’s taxable
year ends in the fourth quarter of the calendar year, Corporation X must file a stock
repurchase excise tax return reporting liability for the tax imposed by chapter 37 of the
Code by the due date for a first-quarter Form 720 (that is, April 30, 2025).
(c) Taxable years ending on or before June 28, 2024. With respect to a covered
corporation, or person treated as a covered corporation, with a taxable year ending after
December 31, 2022, and on or before June 28, 2024, the stock repurchase excise tax
return required by §58.6011-1(a) for such taxable year must be filed by the due date of
the Form 720 for the first full calendar quarter after June 28, 2024. If a covered
corporation, or person treated as a covered corporation, has more than one taxable
year ending after December 31, 2022, and on or before June 28, 2024, the covered
corporation, or person treated as a covered corporation, should file a single Form 720
with two separate Forms 7208, Excise Tax on Repurchase of Corporate Stock (one for
each taxable year) attached.
(d) Example. Corporation Y is a covered corporation with a taxable year ending
December 31, 2023. During its 2023 taxable year, Corporation Y makes a repurchase

within the meaning of section 4501(c)(1). Corporation Y is required to file the stock
repurchase excise tax return for its 2023 taxable year by the due date of the Form 720
for the first full calendar quarter after June 28, 2024. The due date for the Form 720 for
the first full calendar quarter after June 28, 2024 (that is, the third quarter Form 720), is
October 31, 2024.
(e) Applicability date. This section applies to stock repurchase excise tax returns
required to be filed after June 28, 2024, and during taxable years ending after June 28,
2024.
§58.6091-1 Place for filing tax returns under chapter 37 of the Internal Revenue
Code.
(a) In general. Except as provided in paragraphs (b) and (c) of this section, stock
repurchase excise tax returns required by §58.6011-1(a) must be filed in accordance
with the instructions applicable to such returns.
(b) Hand-carried returns. Notwithstanding paragraph (a) of this section, stock
repurchase excise tax returns that are filed by hand carrying must be filed with any
person assigned the responsibility to receive hand-carried returns in the local Internal
Revenue Service (IRS) office that serves the principal place of business, principal office,
or agency of the taxpayer.
(c) Exceptional cases. Notwithstanding paragraph (a) of this section, the
Commissioner may permit the filing of any stock repurchase excise tax return in any
local IRS office.
(d) Applicability date. This section applies to stock repurchase excise tax returns
required to be filed after June 28, 2024, and during taxable years ending after June 28,
2024.
§58.6107-1 Tax return preparer must furnish copy of return or claim for refund to
taxpayer and must retain a copy or record.

(a) In general. A person who is a signing tax return preparer (as defined in
§301.7701-15(b)(1) of this chapter) of any stock repurchase excise tax return required
by §58.6011-1(a) or claim for refund of tax under chapter 37 of the Internal Revenue
Code must furnish a completed copy of the stock repurchase excise tax return or claim
for refund to the taxpayer and retain a completed copy or record in the manner stated in
§1.6107-1 of this chapter.
(b) Applicability date. This section applies to stock repurchase excise tax returns
and claims for refund required to be filed after June 28, 2024, and during taxable years
ending after June 28, 2024.
§58.6109-1 Tax return preparers furnishing identifying numbers for returns or
claims for refund.
(a) In general. Each stock repurchase excise tax return required by §58.60111(a) or claim for refund of tax under chapter 37 of the Internal Revenue Code prepared
by one or more signing tax return preparers (as defined in §301.7701-15(b)(1) of this
chapter) must include the identifying number of the preparer required by §1.6695-1(b) of
this chapter to sign the stock repurchase excise tax return or claim for refund in the
manner stated in §1.6109-2 of this chapter.
(b) Applicability date. This section applies to stock repurchase excise tax returns
and claims for refund required to be filed after June 28, 2024, and during taxable years
ending after June 28, 2024.
§58.6151-1 Time and place for paying of tax shown on returns.
(a) In general. The tax shown on any stock repurchase excise tax return
required by §58.6011-1(a) must, without assessment or notice and demand, be paid to
the Internal Revenue Service at the time and place for filing such stock repurchase
excise tax return. For provisions relating to the time and place for filing the stock
repurchase excise tax return required under §58.6011-1(a), see §§58.6071-1 and

58.6091-1.
(b) Applicability date. This section applies to payments of stock repurchase
excise tax required to be paid after June 28, 2024, and during taxable years ending
after June 28, 2024.
§58.6694-1 Section 6694 penalties.
(a) Penalties applicable to tax return preparer. For general definitions regarding
penalties under section 6694 of the Internal Revenue Code (Code) applicable to
preparers of tax returns or claims for refund of tax under chapter 37 of the Code, see
§1.6694-1 of this chapter.
(b) Penalties for understatement due to an unreasonable position. A person who
is a tax return preparer of any return or claim for refund of tax under chapter 37 may be
subject to penalties under section 6694(a) in the manner stated in §1.6694-2 of this
chapter.
(c) Penalties for understatement due to willful, reckless, or intentional conduct. A
person who is a tax return preparer of any return or claim for refund of tax under chapter
37 may be subject to penalties under section 6694(b) in the manner stated in §1.6694-3
of this chapter.
(d) Extension of period of collection when tax return preparer pays 15 percent of
a penalty for understatement of taxpayer’s liability and certain other procedural matters.
The rules under §1.6694-4 of this chapter, relating to the extension of period of
collection when a tax return preparer who prepared a return or claim for refund of tax
pays 15 percent of a penalty for understatement of taxpayer’s liability and to procedural
matters regarding the investigation, assessment, and collection of the penalties under
sections 6694(a) and (b), apply to a tax return preparer who prepared a return or claim
for refund for tax under chapter 37.
(e) Applicability date. This section applies to returns and claims for refund filed,

and advice provided, after June 28, 2024, and during taxable years ending after June
28, 2024.
§58.6695-1 Other assessable penalties with respect to the preparation of tax
returns or claims for refund for other persons.
(a) In general. A person who is a tax return preparer of any return or claim for
refund of tax under chapter 37 of the Internal Revenue Code (Code) may be subject to
penalties for failure to furnish a copy to the taxpayer under section 6695(a) of the Code,
failure to sign the return under section 6695(b), failure to furnish an identifying number
under section 6695(c), failure to retain a copy or list under section 6695(d), failure to file
a correct information return under section 6695(e), and endorsement or negotiation of a
check under section 6695(f), in the manner stated in §1.6695-1 of this chapter.
(b) Applicability date. This section applies to returns and claims for refund filed
after June 28, 2024, and during taxable years ending after June 28, 2024.

§58.6696-1 Claims for credit or refund by tax return preparers.
(a) In general. The rules under §1.6696-1 of this chapter apply to claims for
credit or refund by a tax return preparer who prepared a return or claim for credit or
refund for tax under chapter 37 of the Internal Revenue Code.
(b) Applicability date. This section applies to returns and claims for credit or
refund filed, and advice provided, after June 28, 2024, and during taxable years ending
after June 28, 2024.

Douglas W. O’Donnell,
Deputy Commissioner.

Approved: June 24, 2024.

Aviva R. Aron-Dine,
Acting Assistant Secretary of the Treasury (Tax Policy).
[FR Doc. 2024-14426 Filed: 6/28/2024 4:15 pm; Publication Date: 7/3/2024]