Closing Agreements


Internal Revenue Code section 7121 authorizes the Internal Revenue Service and taxpayers to enter into closing agreements. While a closing agreement exhibits some of the attributes of a contract, it is not strictly subject to the law of contracts. Closing agreements are legally binding.

Treasury Regulation Section 301.7121-1(a), states:

“In general. The Commissioner may enter into a written agreement with any person relating to the liability of such person (or of the person or estate for whom he acts) in respect of any internal revenue tax for any taxable period ending prior or subsequent to the date of such agreement. A closing agreement may be entered into in any case in which there appears to be an advantage in having the case permanently and conclusively closed, or if good and sufficient reasons are shown by the taxpayer for desiring a closing agreement and it is determined by the Commissioner that the United States will sustain no disadvantage through consummation of such an agreement.”

Closing agreements are generally reflected on Form 866, Agreement As to Final Determination of Tax Liability PDF or Form 906, Closing Agreement on Final Determination Covering Specific Matters PDF.