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What Is Form 2439: Notice to Shareholder of Undistributed Long-Term Capital Gains?


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    Highlights

  • Form 2439 reports undistributed long-term capital gains from RICs and REITs to shareholders
  • Funds must pay taxes on retained gains and issue this form instead of distributing them
  • Shareholders adjust their share basis and report on Form 1040 Schedule D
  • The outcome for shareholders is similar to receiving a capital gains distribution, with possible tax rate advantages
Table of Contents

What Is Form 2439: Notice to Shareholder of Undistributed Long-Term Capital Gains?

Let me explain Form 2439 directly: it's an IRS form that regulated investment companies (RICs), which include mutual funds and exchange-traded funds, and real estate investment trusts (REITs) must send to you as a shareholder to report long-term capital gains they haven't distributed. Normally, mutual funds distribute most of these gains to you, and you see them on Form 1099-DIV for your tax reporting. But if the fund keeps the gains, they pay the taxes for you and use Form 2439 to document it.

Key Takeaways

You need to know that Form 2439 is required from RICs and REITs to inform you about undistributed long-term capital gains. If a fund retains these gains instead of distributing them, they handle the taxes and report via this form. In the end, the impact on you as a shareholder is basically the same as if the gains were distributed.

Understanding Form 2439: Notice to Shareholder of Undistributed Long-Term Capital Gains

Form 2439 comes from the IRS and is used by RICs and REITs to tell you about long-term capital gains they've kept rather than paid out. This isn't common, as rules push funds to distribute nearly all gains in what's called a capital gains distribution. These gains often build up in November and December, and funds usually give you an advance estimate, especially with actively managed funds that trade more. Index funds, with their stable holdings, tend to have fewer and more predictable gains.

If your shares are in a tax-free account like an IRA, you can file Form 990-T to get a refund on the taxes the fund paid. For those facing federal taxes, you must increase your share basis: subtract the taxes from the gains as shown on Form 2439, then add that amount to your previous cost basis.

Important Reporting Details

Even if you don't get the retained gains, you have to reference Form 2439 on your Form 1040, Schedule D, line 11, to report the gains and taxes.

How Companies File Form 2439

If you're on the company side, complete Copies A, B, C, and D of Form 2439 for each shareholder where the RIC or REIT paid taxes on undistributed gains under sections 852(b)(3)(D) or 857(b)(3)(C). Attach Copy A to your Form 1120-RIC or Form 1120-REIT when filing with the IRS. Send Copies B and C to the shareholder within 60 days after your tax year ends, and keep Copy D for your records. You can find Form 2439 on the IRS website.

Advantages and Disadvantages of Form 2439: Notice to Shareholder of Undistributed Long-Term Capital Gains

The net effect of this capital gains allocation is no different for you than a regular distribution. If you get a cash distribution, you pay taxes on it and might reinvest the rest in new shares, leading to similar results as getting Form 2439.

One difference could be in tax rates: the fund might pay at a higher rate due to its income bracket, while your personal rate could be lower. By reporting the fund's payment on your Form 1040, you might gain from this rate difference.

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