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CP121 notice: what it means and what to do
Got an IRS CP121 notice? Here is what it means, your deadline, what to check before you answer, and how to reply. Check your own letter free: it stays on your phone.
Check my CP121 notice freeWhat the IRS says this notice is about
You filed an untimely Form 1120‑F (U.S. Income Tax Return of a Foreign Corporation). Failure to file Form(s) 1120-F on time may result in the corporation being ineligible for deductions and credits. The notice is informational only, it is not an audit or examination letter, so you are not required to reply.
What you need to do
Confirm that all U.S. filing obligations are satisfied - Review your relevant business activities in the United States to ensure all required United States filings, including Form(s) 1120-F, are complete and correct. Take all actions to remedy any non-compliance with your reporting.
Correct any gaps or errors - If you discover that other required filings are missing or contain mistakes, file the missing returns or amended returns as soon as possible.
Consider a waiver for the late filing - For future reference, it’s possible to request a waiver from the IRS. The process is outlined in Treasury Regulation 1.882-4(a)(3)(ii). To qualify for a waiver, a foreign corporation must demonstrate that it acted reasonably and in good faith when failing to file a timely Form 1120-F, including a protective return. We require the corporation’s cooperation throughout the process of determining its income tax liability to consider granting a waiver.
Your deadline
Answer by the date printed on your notice. If there is no date, answer as soon as you can, and call the number on the notice if you need more time.
What to check before you answer
Send the documents the IRS asks for
Make copies, number the pages, and send them so they arrive by the date on your letter. If you need more time, call before the date and ask for it.
Is this letter really from the IRS?
The IRS writes first by mail. A real letter shows a notice or letter number, your name and part of your tax ID number. The IRS does not ask for payment by gift card, crypto or wire transfer. If in doubt, sign in to your IRS online account, where many notices are listed.
Common questions
What is Notice CP121?
Notice CP121 is an educational notice sent to taxpayers who may not have timely filed Form 1120-F, U.S. Income Tax Return of a Foreign Corporation.
Why did I receive Notice CP121?
You received Notice CP121 because our records indicate you may have filed a late Form 1120-F, U.S. Income Tax Return of a Foreign Corporation.
Does this notice mean I am being audited by the IRS?
No. Notice CP121 was sent to you for education purposes only, and is not a notice of examination. You are not being audited by the IRS.
How do I respond to this notice?
You are not required to respond to this notice.
What information does the IRS want me to provide?
Do not provide any information in response to this notice. Review your relevant business activities in the United States to ensure all required United States filings, including Form(s) 1120-F, are complete. Please make any necessary corrections as directed per IRS forms, instructions, or other published guidance.
Helpful Information
Follow the links below to read more about the Form 1120-F, U.S. Income Tax Return of a Foreign Corporation.
- Foreign corporation Form 1120-F filing responsibilities
- About Form 1120-F, U.S. Income Tax Return of a Foreign Corporation