280-20-25 R.I. Code R. § 12.4

Current through August 19, 2024
Section 280-RICR-20-25-12.4 - Parent-Agent for Subsidiaries
A. The parent corporation shall be for all purposes, in respect of the tax for the taxable year for which a consolidated return is made, the agent of each corporation which during any part of the year was a member of the affiliated group, duly authorized in the name of the parent to act for and represent each such corporation in all matters relating to such tax; the parent corporation shall be the sole agent for such corporations in such matters; and such corporations shall not have authority to act for or to represent themselves in any such matter. As examples but not limited to:
1. All correspondence will be carried on directly with the parent corporation and deficiency notices will be mailed only to the parent corporation in the affiliated group.
2. The parent corporation will file petitions and conduct proceedings before the Tax Administrator, and any such petitions shall be considered as also having been filed by each other member of the group.
3. The parent corporation will file claims for refund or credit; the refunds will be made directly to and in the name of the parent corporation and will discharge any liability of the state in respect thereof to any other member.
4. The parent corporation will, in its name, execute agreements and all other documents. Any agreement or other documents so executed, shall be considered as having been also executed by each other member of the group. However, notwithstanding other provisions under §§ 12.4(A)(1), (2) and (3) of this Part, any matter of deficiency of tax for a consolidated return will name each corporation which was a member of the affiliated group during any part of such period, and any assessment (whether of the original tax or of the deficiency) will be made in the name of each such corporation. A failure to include the name of any such corporation will not affect the validity of the deficiency notice or the assessments as to the other corporations. After the assessment has been made, any notice or demand for payment or any proceeding to collect the amount of any assessment, will name the corporation from which such collection is to be made. The provisions under §§ 12.4(A)(1), (2) and (3) of this Part shall apply whether or not one or more members have become or have ceased to be members of the group at any time.
B. Effect of dissolution of parent: In the event that the parent corporation is contemplating dissolution, or is about to be dissolved, or if for any other reason its existence is about to terminate, it shall be the parent's duty to notify the Tax Administrator of such act and to designate another agent to act as agent in the parent's place to the same extent and subject to the same conditions and limitations as are applicable to the parent corporation.
1. Until this notice (in writing with the designation of another agent) has been received by the Tax Administrator, any notice or deficiency letter mailed to the parent corporation shall be considered as having been mailed to the agent of the group. If the Tax Administrator has reason to believe that the existence of the parent corporation has terminated, is about to terminate or has been notified of the designation of another agent to act in the parent's place, he may (if he deems it advisable) deal directly with any member of the affiliated group with respect to its liability.

280 R.I. Code R. § 280-RICR-20-25-12.4