Form 8865: Reporting Interests in Foreign Partnerships
Published November 7, 2026
Form 8865 is the information return for a U.S. person who has an interest in a foreign partnership. The form reports information under three sections of the tax code. Section 6038 covers controlled foreign partnerships. Section 6038B covers transfers to foreign partnerships. Section 6046A covers changes in partnership interests.
The Instructions for Form 8865 (2025) explain the four categories of filers. This post is general information, not advice about your situation.
Who must file
A U.S. person who fits one of the four categories must complete Form 8865. If you fit more than one category for the same partnership, you must submit all the items required for each one. Complete a separate Form 8865 and its schedules for each foreign partnership.
Category 1: control
A Category 1 filer is a U.S. person who controlled the foreign partnership at any time during the partnership's tax year. The instructions say control means owning more than a 50% interest in the partnership. There can be more than one Category 1 filer for the same year.
Category 2: a 10% interest
A Category 2 filer is a U.S. person who owned a 10% or greater interest in the partnership at some time during the year. This applies while the partnership was controlled by U.S. persons who each owned at least a 10% interest. If the partnership had a Category 1 filer at any time that year, no person is a Category 2 filer.
Category 3: contributions of property
A Category 3 filer is a U.S. person who contributed property to a foreign partnership in exchange for an interest in it. This is a section 721 transfer. The person must meet one of two tests. The first test is owning at least a 10% interest, directly or constructively, right after the contribution. The second test is about value. The property contributed, plus other property the person or a related person contributed in the 12 months before the transfer, is worth more than $100,000.
Category 4: reportable events
A Category 4 filer is a U.S. person who had a reportable event under section 6046A during the tax year. The instructions list three kinds of events: acquisitions, dispositions, and changes in proportional interests. For example, a person who goes from owning 9% to owning 10% directly has an acquisition.
When to file
File the 2025 Form 8865 with your income tax return for your tax year that begins in 2025. Attach the form to that return and file both by the due date, including extensions.
Penalties
A $10,000 penalty applies for each tax year of each foreign partnership when Category 1 or Category 2 information is not furnished on time. If the information is not filed within 90 days after the IRS mails a notice, an additional $10,000 penalty applies. It applies for each 30-day period, or part of one, that the failure continues. The additional penalty is limited to $50,000 for each failure.
The instructions also describe a reduction of 10% of the foreign taxes available for credit for a person who fails to furnish the required information.
Related partnership forms
Forms for partnerships in the United States are different. For a domestic partnership return, read Partnership Returns: What Form 1065 Reports. For the partner's share of income, read Schedule K-1 From a Partnership: The Basics.
Checklist
- List each foreign partnership in which you hold an interest.
- Find the percentage of the interest you own, directly and constructively.
- Check each of the four categories against the year's events.
- Prepare one Form 8865 and its schedules for each partnership.
- File with your income tax return by the due date, including extensions.
This is general information only. It is not tax advice for your situation.
Sources: Sources: IRS, Instructions for Form 8865 (2025), dated December 12, 2025 (https://www.irs.gov/pub/irs-prior/i8865--2025.pdf) This is general information, not advice about your specific return.
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