{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/58.1-394.3.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/58.1-394.3.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/58.1-394.3.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/58.1-394.3.html"}],"law_id":73458,"edition_id":1,"section_id":73458,"structure_id":15650,"section_number":"58.1-394.3","catch_line":"Pass-through entity items","history":"2008, c. 549.","full_text":"A\n\nThe period for assessing any tax imposed by this chapter that is attributable to any pass-through entity item with respect to any owner of a pass-through entity shall not expire before the date that is three years after the later of (i) the last day for filing the pass-through entity return for the taxable year of the pass-through entity, as extended, or (ii) the date on which the pass-through entity return for such taxable year was filed.B\n\nThe period for assessing any tax, as provided in subsection A, may be extended pursuant to agreement under &#xA7; 58.1-101 or 58.1-220 between the Department and the owner who signed the pass-through entity return or any other owner or person authorized to sign the pass-through entity return.C\n\nThe Tax Commissioner shall mail to each owner whose name and address have been provided by the pass-through entity notice of the beginning of an administrative proceeding at the pass-through entity level with respect to a pass-through entity item, and the final pass-through entity administrative adjustment resulting from any such proceeding. The Tax Commissioner shall not be required to mail notices to any owner with less than a one-percent interest in the profits of the pass-through entity if such entity has more than 100 owners.D\n\nIn any administrative proceeding under &#xA7; 58.1-1821 in which the taxation of pass-through entity items is an issue, the pass-through entity shall be permitted to participate in the proceeding. In addition, the Department may consolidate proceedings involving more than one taxpayer when the same pass-through items are in issue.E\n\nThe provisions of this section shall apply to any tax attributable to items of income, gain, loss, deduction, credit, or other tax attribute that is recognized or reportable by the pass-through entity and that is required to be reported by the owner of the pass-through entity pursuant to &#xA7; 58.1-391 or other sections of this chapter.","order_by":null,"text":{"0":{"id":264347,"text":"The period for assessing any tax imposed by this chapter that is attributable to any pass-through entity item with respect to any owner of a pass-through entity shall not expire before the date that is three years after the later of (i) the last day for filing the pass-through entity return for the taxable year of the pass-through entity, as extended, or (ii) the date on which the pass-through entity return for such taxable year was filed.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":264348,"text":"The period for assessing any tax, as provided in subsection A, may be extended pursuant to agreement under &#xA7; 58.1-101 or 58.1-220 between the Department and the owner who signed the pass-through entity return or any other owner or person authorized to sign the pass-through entity return.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":264349,"text":"The Tax Commissioner shall mail to each owner whose name and address have been provided by the pass-through entity notice of the beginning of an administrative proceeding at the pass-through entity level with respect to a pass-through entity item, and the final pass-through entity administrative adjustment resulting from any such proceeding. The Tax Commissioner shall not be required to mail notices to any owner with less than a one-percent interest in the profits of the pass-through entity if such entity has more than 100 owners.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":264350,"text":"In any administrative proceeding under &#xA7; 58.1-1821 in which the taxation of pass-through entity items is an issue, the pass-through entity shall be permitted to participate in the proceeding. In addition, the Department may consolidate proceedings involving more than one taxpayer when the same pass-through items are in issue.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"E"},"4":{"id":264351,"text":"The provisions of this section shall apply to any tax attributable to items of income, gain, loss, deduction, credit, or other tax attribute that is recognized or reportable by the pass-through entity and that is required to be reported by the owner of the pass-through entity pursuant to &#xA7; 58.1-391 or other sections of this chapter.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D"}},"ancestry":[{"id":15650,"edition_id":1,"name":"Taxation of Partnerships","identifier":"9","label":"article","depth":4,"order_by":1,"parent_id":13152,"metadata":{},"date_created":"2026-06-26 03:57:23","date_modified":"2026-06-26 03:57:23","permalink":{"id":254443,"object_type":"structure","relational_id":15650,"identifier":"9","token":"58.1\/I\/3\/9","url":"\/58.1\/I\/3\/9\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13152,"edition_id":1,"name":"Income Tax","identifier":"3","label":"chapter","depth":3,"order_by":1,"parent_id":12837,"metadata":{},"date_created":"2026-06-26 03:44:21","date_modified":"2026-06-26 03:44:21","permalink":{"id":253267,"object_type":"structure","relational_id":13152,"identifier":"3","token":"58.1\/I\/3","url":"\/58.1\/I\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12837,"edition_id":1,"name":"Taxes Administered by the Department of Taxation","identifier":"I","label":"subtitle","depth":2,"order_by":1,"parent_id":12703,"metadata":{},"date_created":"2026-06-26 03:43:55","date_modified":"2026-06-26 03:43:55","permalink":{"id":252075,"object_type":"structure","relational_id":12837,"identifier":"I","token":"58.1\/I","url":"\/58.1\/I\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12703,"edition_id":1,"name":"Taxation","identifier":"58.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:49","date_modified":"2026-06-26 03:43:49","permalink":{"id":251959,"object_type":"structure","relational_id":12703,"identifier":"58.1","token":"58.1","url":"\/58.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":74075,"structure_id":15650,"section_number":"58.1-390","catch_line":"Repealed","url":"\/58.1-390\/","token":"58.1\/I\/3\/9\/58.1-390","metadata":false},{"id":59823,"structure_id":15650,"section_number":"58.1-390.1","catch_line":"Definitions","url":"\/58.1-390.1\/","token":"58.1\/I\/3\/9\/58.1-390.1","metadata":false},{"id":63914,"structure_id":15650,"section_number":"58.1-390.2","catch_line":"Taxation of pass-through entities","url":"\/58.1-390.2\/","token":"58.1\/I\/3\/9\/58.1-390.2","metadata":false},{"id":68682,"structure_id":15650,"section_number":"58.1-390.3","catch_line":"Elective income tax on pass-through entities","url":"\/58.1-390.3\/","token":"58.1\/I\/3\/9\/58.1-390.3","metadata":false},{"id":62953,"structure_id":15650,"section_number":"58.1-391","catch_line":"Virginia taxable income of owners of a pass-through entity","url":"\/58.1-391\/","token":"58.1\/I\/3\/9\/58.1-391","metadata":false},{"id":62314,"structure_id":15650,"section_number":"58.1-392","catch_line":"Reports by pass-through entities","url":"\/58.1-392\/","token":"58.1\/I\/3\/9\/58.1-392","metadata":false},{"id":80179,"structure_id":15650,"section_number":"58.1-393","catch_line":"Repealed","url":"\/58.1-393\/","token":"58.1\/I\/3\/9\/58.1-393","metadata":false},{"id":78819,"structure_id":15650,"section_number":"58.1-393.1","catch_line":"Extension of time for filing return by pass-through entity","url":"\/58.1-393.1\/","token":"58.1\/I\/3\/9\/58.1-393.1","metadata":false},{"id":61557,"structure_id":15650,"section_number":"58.1-394","catch_line":"Repealed","url":"\/58.1-394\/","token":"58.1\/I\/3\/9\/58.1-394","metadata":false},{"id":63527,"structure_id":15650,"section_number":"58.1-394.1","catch_line":"Failure of pass-through entity to make a return","url":"\/58.1-394.1\/","token":"58.1\/I\/3\/9\/58.1-394.1","metadata":false},{"id":74881,"structure_id":15650,"section_number":"58.1-394.2","catch_line":"Fraudulent returns, etc., of pass-through entities; penalty","url":"\/58.1-394.2\/","token":"58.1\/I\/3\/9\/58.1-394.2","metadata":false},{"id":73458,"structure_id":15650,"section_number":"58.1-394.3","catch_line":"Pass-through entity items","url":"\/58.1-394.3\/","token":"58.1\/I\/3\/9\/58.1-394.3","metadata":false},{"id":60426,"structure_id":15650,"section_number":"58.1-395","catch_line":"Nonresident owners","url":"\/58.1-395\/","token":"58.1\/I\/3\/9\/58.1-395","metadata":false}],"previous_section":{"id":74881,"structure_id":15650,"section_number":"58.1-394.2","catch_line":"Fraudulent returns, etc., of pass-through entities; penalty","url":"\/58.1-394.2\/","token":"58.1\/I\/3\/9\/58.1-394.2","metadata":false},"next_section":{"id":60426,"structure_id":15650,"section_number":"58.1-395","catch_line":"Nonresident owners","url":"\/58.1-395\/","token":"58.1\/I\/3\/9\/58.1-395","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/58.1-394.3\/","history_text":"<p>This law was first created in 2008. The record of its establishment is cataloged in chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?081+ful+CHAP0549\">549<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":false,"refers_to":[{"id":76417,"section_number":"58.1-101","catch_line":"Waiver of time limitation on assessment of taxes","order_by":null,"url":"\/58.1-101\/"},{"id":76759,"section_number":"58.1-1821","catch_line":"Application to Tax Commissioner for correction","order_by":null,"url":"\/58.1-1821\/"},{"id":79327,"section_number":"58.1-220","catch_line":"Waiver of time limitation on assessment of omitted or additional state taxes","order_by":null,"url":"\/58.1-220\/"},{"id":62953,"section_number":"58.1-391","catch_line":"Virginia taxable income of owners of a pass-through entity","order_by":null,"url":"\/58.1-391\/"}],"permalink":{"id":254489,"object_type":"law","relational_id":73458,"identifier":"58.1-394.3","token":"58.1\/I\/3\/9\/58.1-394.3","url":"\/58.1-394.3\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/58.1-394.3\/","token":"58.1\/I\/3\/9\/58.1-394.3","dublin_core":{"Title":"Pass-through entity items","Type":"Text","Format":"text\/html","Identifier":"\u00a7 58.1-394.3","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section id=\"A\"><p><span class=\"prefix-number\">A.<\/span> The period for assessing any tax imposed by this chapter that is attributable to any <span class=\"dictionary\">pass-through entity<\/span> item with respect to any <span class=\"dictionary\">owner<\/span> of a <span class=\"dictionary\">pass-through entity<\/span> shall not expire before the date that is three years after the later of (i) the last day for filing the <span class=\"dictionary\">pass-through entity<\/span> return for the taxable year of the <span class=\"dictionary\">pass-through entity<\/span>, as extended, or (ii) the date on which the <span class=\"dictionary\">pass-through entity<\/span> return for such taxable year was filed. <a id=\"paragraph-264347\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/58.1-394.3\/#A\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B\"><p><span class=\"prefix-number\">B.<\/span> The period for assessing any tax, as provided in subsection A, may be extended pursuant to agreement under &#xA7; <a class=\"law\" title=\"Waiver of time limitation on assessment of taxes\" href=\"\/58.1-101\/\">58.1-101<\/a> or <a class=\"law\" title=\"Waiver of time limitation on assessment of omitted or additional state taxes\" href=\"\/58.1-220\/\">58.1-220<\/a> between the <span class=\"dictionary\">Department<\/span> and the <span class=\"dictionary\">owner<\/span> who signed the <span class=\"dictionary\">pass-through entity<\/span> return or any other <span class=\"dictionary\">owner<\/span> or person authorized to sign the <span class=\"dictionary\">pass-through entity<\/span> return. <a id=\"paragraph-264348\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/58.1-394.3\/#B\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"C\"><p><span class=\"prefix-number\">C.<\/span> The <span class=\"dictionary\">Tax Commissioner<\/span> shall mail to each <span class=\"dictionary\">owner<\/span> whose name and address have been provided by the <span class=\"dictionary\">pass-through entity<\/span> notice of the beginning of an administrative proceeding at the <span class=\"dictionary\">pass-through entity<\/span> level with respect to a <span class=\"dictionary\">pass-through entity<\/span> item, and the final <span class=\"dictionary\">pass-through entity<\/span> administrative adjustment resulting from any such proceeding. The <span class=\"dictionary\">Tax Commissioner<\/span> shall not be required to mail notices to any <span class=\"dictionary\">owner<\/span> with less than a one-percent interest in the profits of the <span class=\"dictionary\">pass-through entity<\/span> if such entity has more than 100 <span class=\"dictionary\">owners<\/span>. <a id=\"paragraph-264349\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/58.1-394.3\/#C\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"D\"><p><span class=\"prefix-number\">D.<\/span> In any administrative proceeding under &#xA7; <a class=\"law\" title=\"Application to Tax Commissioner for correction\" href=\"\/58.1-1821\/\">58.1-1821<\/a> in which the taxation of <span class=\"dictionary\">pass-through entity<\/span> items is an <span class=\"dictionary\">issue<\/span>, the <span class=\"dictionary\">pass-through entity<\/span> shall be permitted to participate in the proceeding. In addition, the <span class=\"dictionary\">Department<\/span> may consolidate proceedings involving more than one <span class=\"dictionary\">taxpayer<\/span> when the same pass-through items are in <span class=\"dictionary\">issue<\/span>. <a id=\"paragraph-264350\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/58.1-394.3\/#D\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"E\"><p><span class=\"prefix-number\">E.<\/span> The provisions of this section shall apply to any tax attributable to items of income, gain, loss, deduction, credit, or other tax attribute that is recognized or reportable by the <span class=\"dictionary\">pass-through entity<\/span> and that is required to be reported by the <span class=\"dictionary\">owner<\/span> of the <span class=\"dictionary\">pass-through entity<\/span> pursuant to &#xA7; <a class=\"law\" title=\"Virginia taxable income of owners of a pass-through entity\" href=\"\/58.1-391\/\">58.1-391<\/a> or other sections of this chapter. <a id=\"paragraph-264351\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/58.1-394.3\/#E\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nPASS-THROUGH ENTITY ITEMS (\u00a7 58.1-394.3)\n\nA. The period for assessing any tax imposed by this chapter that is attributable\nto any pass-through entity item with respect to any owner of a pass-through\nentity shall not expire before the date that is three years after the later of\n(i) the last day for filing the pass-through entity return for the taxable year\nof the pass-through entity, as extended, or (ii) the date on which the\npass-through entity return for such taxable year was filed.\n\nB. The period for assessing any tax, as provided in subsection A, may be\nextended pursuant to agreement under &#xA7; 58.1-101 or 58.1-220 between the\nDepartment and the owner who signed the pass-through entity return or any other\nowner or person authorized to sign the pass-through entity return.\n\nC. The Tax Commissioner shall mail to each owner whose name and address have\nbeen provided by the pass-through entity notice of the beginning of an\nadministrative proceeding at the pass-through entity level with respect to a\npass-through entity item, and the final pass-through entity administrative\nadjustment resulting from any such proceeding. The Tax Commissioner shall not be\nrequired to mail notices to any owner with less than a one-percent interest in\nthe profits of the pass-through entity if such entity has more than 100 owners.\n\nD. In any administrative proceeding under &#xA7; 58.1-1821 in which the taxation\nof pass-through entity items is an issue, the pass-through entity shall be\npermitted to participate in the proceeding. In addition, the Department may\nconsolidate proceedings involving more than one taxpayer when the same\npass-through items are in issue.\n\nE. The provisions of this section shall apply to any tax attributable to items\nof income, gain, loss, deduction, credit, or other tax attribute that is\nrecognized or reportable by the pass-through entity and that is required to be\nreported by the owner of the pass-through entity pursuant to &#xA7; 58.1-391 or\nother sections of this chapter.\n\nHISTORY: 2008, c. 549.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}