In a generic legal advice memorandum (GLAM) released April 3, the IRS Office of Associate Chief Counsel (Procedure & Administration) addressed the question of who is authorized to sign a power of attorney (POA) to appoint a representative for a partnership or limited liability company (LLC) that is being examined by the IRS in a Tax Equity and Fiscal Responsibility Act (TEFRA) partnership-level proceeding.
GLAM 2015-004 states that a general partner of a partnership, or a member-manager of an LLC, may sign a POA for purposes of the TEFRA examination or for other purposes of the partnership.
In addition, a POA may be secured from a limited partner or LLC member for the purpose of securing partnership item information and disclosing partnership information to the IRS.
A general partner or managing member, if authorized by state law, can execute and sign a POA on behalf of the partnership or LLC, whereas a limited partner or a member who is not a manager cannot generally act on behalf of the partnership or LLC. Those limited partners or members who are not managers may execute a POA only in their individual capacity, according to the GLAM.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.