Form  5452                           Corporate Report of Nondividend Distributions 
(Rev. October 2018)                                 ▶ For calendar year ending December 31,                                           OMB No. 1545-0123 
Department of the Treasury                          ▶ Attach to the corporation’s income tax return. 
Internal Revenue Service             ▶ Go to www.irs.gov/Form5452 for instructions and the latest information.
Name                                                                                                                 Employer identification number 

A   Has the corporation filed a Form 5452 for a prior calendar year?  . .        . .     . . .   .           . .   . .     .  .  .  ▶ Yes              No
    If “Yes,” enter the applicable year(s) 

B   Are any of the distributions part of a partial or complete liquidation?      . .     . . .   .           . .   . .     .  .  .  ▶ Yes              No
    If “Yes,” attach explanation. 

C   Are any of the distributions from an S corporation's accumulated adjustments account?  .                   .   . .     .  .  .  ▶ Yes              No
    If “Yes,” enter the balance at the beginning of the tax year

D Earnings and Profits  (See Supporting                              E Shareholders at Date of Last Dividend  
    Information in instructions.)                                       Payment 
    • Accumulated earnings and profits                                  • Number of individuals                    . .     .  .  
    (since February 28, 1913) at the                                    • Number of partnerships .                   .     .  .
    beginning of the tax year  .       . .    ▶ $                       • Number of corporations and other 
                                                                            shareholders         .           . .   . .     .  .
    • Actual earnings and profits for the  
    current tax year  .     .    . .   . .  ▶     $ 

F  Corporate Distributions  (see instructions) 
              Total Amount Paid                     Amount Paid During Calendar Year From Earnings & Profits                 Amount Paid During  
                                                                                                                             Calendar Year From  
    Date Paid       (Common (C),       Amount                    Since February 28, 1913                       Percentage    Other Than Earnings   Percentage 
                      Other (O))        Share 
                    Preferred (P),       Per          From the       Accumulated           Total                   Taxable       & Profits Since   Nontaxable
                                                    Current Year                                                                 February 28, 1913     

              $                    $              $              $                 $                                   % $                               %

    Totals    $                                   $              $                 $                                         $
For Paperwork Reduction Act Notice, see the instructions.                          Cat. No. 11881T                               Form 5452 (Rev. 10-2018) 

Form 5452 (Rev. 10-2018)                                                                                                       Page 2 

Instructions                                                        • If the corporation was required to complete Schedule L (Form 
                                                                    1120) for the tax year, a tax basis balance sheet. Show the 
Section references are to the Internal Revenue Code, unless         application of the net differences to the balance sheet items as 
otherwise noted.                                                    shown on Schedule L. Explain any further adjustments 
Future Developments                                                 necessary to figure the balance sheet on a tax basis. If the 
                                                                    corporation used an accelerated method of depreciation, attach 
For the latest information about developments related to Form       a schedule of the depreciation (and any amortization) figured 
5452 and its instructions, such as legislation enacted after they   under the straight line method. Also attach a reconciliation of 
were published, go to www.irs.gov/Form5452.                         any difference between that amount and the amount deducted 
Purpose of Form                                                     on Form 1120 or other comparable return. See Exhibits B and C 
                                                                    in Rev. Proc. 75-17. 
Complete Form 5452 if the corporation made nondividend  
distributions to shareholders under section 301, section            2.  The parent of a consolidated group must also attach the  
1368(c)(3), section 1371(e), or section 1371(f).                    following information. 
                                                                    • A schedule that shows the allocation of the consolidated tax 
Who Must File                                                       liability and identifies the method used. (Indicate if an  
All corporations that have made nondividend distributions to        intercompany agreement is in effect.) 
their shareholders must file Form 5452. If the corporation is a     • A schedule that shows the taxable income or loss of each  
member of a consolidated group, the parent corporation must         member of the consolidated group. 
file Form 5452.                                                     • For each member of a consolidated group that made  
An S corporation should file this form when distributions are       nondividend distributions, provide the information requested in 
made under section 1371(e), 1371(f), or in the year when            item 1 above. 
distributions fully exhaust accumulated earnings and profits.
                                                                    F. Corporate Distributions 
How and When To File                                                Complete Part F, showing the taxable and nontaxable status of 
A calendar tax year corporation must attach Form 5452 and the       distributions reported to shareholders. The percentage of 
items listed under Supporting Information to its income tax         distributions that is taxable and the percentage that is 
return due for the tax year in which the nondividend                nontaxable are based on the amounts shown on each line in the 
distributions were made.                                            column labeled “Total Amount Paid.” If noncash distributions 
A fiscal tax year corporation must attach Form 5452 and the         were made, attach a statement and show both the tax bases 
items listed under Supporting Information to its income tax         and fair market values. 
return due for the first fiscal year ending after the calendar year 
in which the nondividend distributions were made.                   Paperwork Reduction Act Notice.We ask for theinformation 
Nondividend Distributions                                           on this form to carry out the Internal Revenuelaws of the United 
                                                                    States. You are required to give us theinformation. We need it 
Nondividend distributions are distributions made to                 to ensure that you are complying with these laws and to allow 
shareholders in the normal course of business.                      us to figure and collect the rightamount of tax.
They are considered fully or partially nontaxable as dividends      You are not required to provide the information requested on 
only because the paying corporation’s current and                   a form that is subject to the Paperwork Reduction Act unless 
accumulated earnings and profits are less than the                  the form displays a valid OMB control number. Books or 
distributions. Nondividend distributions do not include tax-free    records relating to a form or its instructions must be retained as 
stock dividends or distributions exchanged for stock in             long as their contents may become material in the 
liquidations or redemptions.                                        administration of any Internal Revenue law. Generally, tax 
Supporting Information                                              returns and return information are confidential, as required by 
                                                                    section 6103.
1.  Attach the following information to Form 5452. See Rev. 
Proc. 75-17, 1975-1 C.B. 677.                                       The time needed to complete and file this form will vary 
                                                                    depending on individual circumstances. The estimated burden 
• A computation of earnings and profits for the tax year (see the   for business taxpayers filing this form is approved under OMB 
example of a filled-in worksheet and a blank worksheet below).      control number 1545-0123 and is included in the estimates 
If the corporation was required to complete Schedule M-1 (Form      shown in the instructions for their business income tax return.
1120) or Schedule M-3 (Form 1120) for the tax year, also attach 
a schedule of the differences between the earnings and profits      If you have comments concerning the accuracy of these time 
computation and the Schedule M-1 or Schedule M-3.                   estimates or suggestions for making this form simpler, we would 
                                                                    be happy to hear from you. See the instructions for the tax 
• A year-by-year computation of the accumulated earnings and        return with which this form is filed. 
profits, and a schedule of differences since the origin of the 
company, February 28, 1913, or the last year that information 
was furnished, whichever is later. 

Form 5452 (Rev. 10-2018)                                                                                                                    Page 3 
             Example of a Filled-In Worksheet for Figuring Current Year Earnings and Profits 
                                                   XYZ Corporation, EIN 00-0000000 
                                                                 123 Main Street 
                                                          Anycity, Yourstate 20200 
Date Incorporated:                                                  Retained Earnings               Earnings and Profits  Accumulated 
                                                                      Shown in Books                Current Year          Earnings and  
Method of Accounting:                                                                                                          Profits      Key 
                                                                    Debit               Credit      Debit      Credit          Credit  
                                                                                                                               Balance      
       Balance forward 12/31/
                                Year
  1    Taxable  income*  from  Form  1120,  line  28  (or  
       comparable line of other income tax return).      .  
  2    Federal income taxes per books and tax return 
  3    Excess of capital losses over capital gains (tax basis) 
  4    Depreciation adjustment on earnings and profits  
       (section 312(k)) .     . . . .  . . .   .       . .  
  5    Depreciation adjustment on sale of property       .  
  6    Total itemized expenses from line 5, Schedule M-1 
   a   Travel and entertainment .   .  . . .   .       . .
   b   Life  insurance  premium  greater  than  cash  
       surrender value (CSV) .    . .  . . .   .       . .  
   c   Nondeductible interest paid for tax-exempt bonds 
   d   Contributions carryover .    .  . . .   .       . .  
   e   Other (list separately) .  . .  . . .   .       . .  
  7    Total itemized income from line 7, Schedule M-1 
   a   Life insurance proceeds greater than CSV .        .  
   b   Bad debt recovery (not charged against taxable  
       income)  .        . .  . . . .  . . .   .       . .  
   c   Tax-exempt interest on municipal bonds.         . .  
   d   Other (list separately) .  . .  . . .   .       . .  
  8    RefundSAMPLEof prior year federal income taxes .  .  
  9    Reserve for contingencies    .  . . .   .       . .  
10     Additional adjustments: 
    
11     Totals . .        . .  . . . .  . . .   .       . .                                                                                  
Current Year Earnings and Profits      . . .   .       . .  
Cash Distributions: 

From current year earnings and profits.  . .               % 
From accumulated earnings and profits    . .               % 
Total distribution from earnings and profits .             % 
From other distribution .     . . . .  . . .               % 
Total distribution .     . .  . . . .  . . .               %

Total cash distributions.     . . . .  . . .   .       . .
Totals . . .    .    .     .  . . . .  . . .   .       . .
Current year change.       .  . . . .  . . .   .       . .  
Balance forward 12/31/            . .  . . .   .       . .  
Explanation of Key                                                                                                        Form 5452 (Rev. 10-2018) 
a  - Identical items on the same line. 
b  - Item offset in 2016. Bad debt reserve method used for book accounting. 
c  - Item partially offset.   
* Taxable income before net operating loss deduction and special deductions. 

Form 5452 (Rev. 10-2018)                                                                                                              Page 4 
                               Worksheet for Figuring Current Year Earnings and Profits
Date Incorporated:                                                  Retained Earnings         Earnings and Profits  Accumulated 
Method of Accounting:                                                 Shown in Books          Current Year          Earnings and  
                                                                                                                         Profits      Key 
                                                                    Debit         Credit      Debit      Credit          Credit       
                                                                                                                    Balance 
       Balance forward 12/31/
                               Year
1      Taxable  income*  from  Form  1120,  line  28  (or  
       comparable line of other income tax return). .   
2      Federal income taxes per books and tax return 
3      Excess of capital losses over capital gains (tax basis) 
4      Depreciation adjustment on earnings and profits  
       (section 312(k)) .    . . . . .  . .    . .  .   
5      Depreciation adjustment on sale of property  .   
6      Total itemized expenses from line 5, Schedule M-1 
a      Travel and entertainment .  . .  . .    . .  .
b      Life  insurance  premium  greater  than  cash  
       surrender value (CSV) .   . . .  . .    . .  .   
c      Nondeductible interest paid for tax-exempt bonds 
d      Contributions carryover .   . .  . .    . .  .   
e      Other (list separately) . . . .  . .    . .  .   
7      Total itemized income from line 7, Schedule M-1 
a      Life insurance proceeds greater than CSV .   .   
b      Bad debt recovery (not charged against taxable  
       income)  .        . . . . . . .  . .    . .  .   
c      Tax-exempt interest on municipal bonds.   .  .   
d      Other (list separately) . . . .  . .    . .  .   
8      Refund of prior year federal income taxes .  .   
9      Reserve for contingencies   . .  . .    . .  .   
10     Additional adjustments: 
 
11     Totals . .        . . . . . . .  . .    . .  .                                                                                 
Current Year Earnings and Profits    .  . .    . .  .   
Cash Distributions: 

From current year earnings and profits. . .           % 
From accumulated earnings and profits   . .           % 
Total distribution from earnings and profits .        % 
From other distribution .    . . . . .  . .           % 
Total distribution .     . . . . . . .  . .           %

Total cash distributions.    . . . . .  . .    . .  .
Totals . . .    .        . . . . . . .  . .    . .  .
Current year change.       . . . . . .  . .    . .  .   
Balance forward 12/31/           . . .  . .    . .  .   
* Taxable income before net operating loss deduction and special deductions.                                        Form 5452 (Rev. 10-2018)