
What Form 1099-CAP (2020) Is For
IRS Form 1099-CAP (2020) is an information return used by corporations to report changes in corporate control and capital structure to the Internal Revenue Service. It documents when shareholders receive cash, stock, or other property following a significant acquisition, merger, or substantial change in corporate control and capital. The form provides detailed information about fair market value, gross proceeds, and amounts withheld, helping ensure that all taxes, including federal income tax withheld, are accurately reported for the tax year on each income tax return. It also supports compliance when businesses file paper forms or e-file submissions.
Corporations use this form to report payments, proceeds from broker and barter exchange transactions, and distributions made during reorganizations or bankruptcy proceedings. The information helps investors, employees, and businesses identify taxable income, potential tax deductions, and any tax advantages related to corporate transactions. By maintaining accurate records of funds, property, and debt paid or exchanged, companies meet IRS reporting requirements, reduce penalties, and provide shareholders the data needed to correctly report their tax liability on time, even when filing occurs on the next business day after the due date.
When You’d Use Form 1099-CAP (2020)
Corporations file IRS Form 1099-CAP (2020) when an acquisition, merger, or substantial change in corporate control and capital structure results in shareholders receiving cash, stock, or other property. The Internal Revenue Service requires this information return to verify fair market value, gross proceeds, and federal income tax withheld for the tax year. Filing through e-file or paper forms ensures accurate reporting of payments, taxable income, and proceeds from broker and barter exchange transactions while helping businesses and investors avoid penalties.
Key Rules or Details for 2020
A domestic corporation must file IRS Form 1099-CAP (2020) when there is an acquisition, merger, or substantial change in corporate control and capital structure that results in shareholders receiving cash, stock, or other property. These transactions typically occur during major reorganizations, bankruptcy proceedings, or when the fair market value of exchanged assets exceeds $100 million. The Internal Revenue Service uses this information return to verify gross proceeds, amounts withheld, and federal income tax withheld to ensure taxpayers accurately report taxable income on their income tax return.
Corporations must file IRS Form 1099-CAP (2020) by the due date using paper forms or e-file and provide shareholder copies on time. Each filing must include fair market value, property details, and broker transaction information to ensure accuracy, prevent penalties, and maintain federal income tax compliance.
For complete details on reporting, withholdings, and tax filings, see our guide for Information Returns & Reporting Forms.
Step-by-Step (High Level)
Step 1: Determine Filing Obligation
Corporations must verify whether their transaction meets the reporting threshold. They should assess the fair market value of the stock involved, determine whether control changed, and confirm that gain recognition applies.
Step 2: File Form 8806
Form 8806 must be filed before issuing Form 1099-CAP. It provides the IRS with detailed information about the transaction and allows corporations to opt for the IRS to publish the information publicly, thereby reducing duplicate filings.
Step 3: Identify Reportable Shareholders
Corporations must list all shareholders who received cash, stock, or property and exclude exempt recipients. Each shareholder’s taxpayer identification number, address, and account details should be collected accurately.
Step 4: Calculate Reportable Amounts
Each shareholder’s form should include:
- The date of sale or exchange
- The aggregate amount received, including cash, stock, or other property
- The number and class of shares exchanged
- The fair market value of the assets involved
Step 5: Complete and File Form 1099-CAP
A separate form must be prepared for each shareholder. Include the corporation’s name, address, Employer Identification Number, and all relevant transaction data.
Step 6: Submit to the IRS
Paper filers must include Form 1096 as a transmittal summary. Electronic filers should follow the IRS FIRE System instructions to complete the process.
Step 7: Furnish Copies to Shareholders
Shareholders must receive their copies by January 31. These forms help them prepare their income tax return, calculate taxable income, and verify federal income tax withheld. Accurate and timely filing ensures both shareholders and corporations maintain compliance with IRS reporting requirements.
Common Mistakes and How to Avoid Them
Corporations often make filing errors that result in penalties, inaccurate returns, or processing delays. Common issues include:
- Missing early due dates for clearing organizations: Always meet the special January 5 deadline to prevent reporting delays and penalties.
- Failing to file when gain recognition applies: Ensure all transactions with taxable gain are reported correctly.
- Entering incorrect taxpayer identification numbers: Verify TINs before filing to avoid penalties and potential backup withholding.
- Submitting duplicate filings after Form 8806 consent election: File only once after the election is made to prevent inconsistencies.
- Paper filing when electronic submission is required: Entities filing 250 or more returns are required to e-file, per IRS regulations.
Each of these errors can result in penalties, inaccurate reporting, and increased processing time. Reviewing IRS filing instructions and verifying all data before submission helps maintain compliance and efficiency.
Learn more about how to avoid business tax problems in our guide on How to File and Avoid Penalties.
What Happens After You File
After filing IRS Form 1099-CAP (2020), the Internal Revenue Service reviews the information returns to confirm that corporations and shareholders correctly reported payments, fair market value, and federal income tax withheld. Shareholders use the form to report taxable income, dividends, and proceeds from broker and barter exchange transactions on their income tax return for the tax year. Accurate filing and e-file submissions help corporations maintain compliance with reporting requirements, avoid penalties, and ensure all taxes, funds, and other property from changes in corporate control and capital structure are adequately documented.
FAQs
What is IRS Form 1099-CAP (2020) used for?
IRS Form 1099-CAP (2020) reports changes in corporate control and capital structure when a corporation undergoes an acquisition or merger. It informs the Internal Revenue Service about cash, property, and the fair market value of assets distributed to shareholders for accurate federal income tax reporting.
Who must file Form 1099-CAP during a substantial change?
Corporations experiencing a substantial change in control and capital structure are required to file Form 1099-CAP with the IRS. Businesses that pay shareholders through cash, stock, or other property are required to report payments, gross proceeds, and federal income tax withheld on information returns.
How does filing affect a shareholder’s income tax return?
Shareholders use the form to report taxable income, the fair market value of assets, and proceeds from transactions with brokers and barter exchanges. It ensures proper reporting of taxes, deductions, and interest payments related to corporate acquisitions or bankruptcy proceedings during the tax year.
What are the filing options and due dates for this form?
Corporations can file Form 1099-CAP using paper forms or e-file submissions. The due date varies by filing method, and corporations must provide shareholders copies by the next business day after deadlines to meet IRS reporting requirements and avoid penalties.
Why is accurate information important on IRS Form 1099-CAP?
Accurate details such as taxpayer identification numbers, amounts withheld, and fair market value help the Internal Revenue Service verify payments and taxable income. Precise filing supports compliance, prevents penalties, and ensures businesses properly report funds, property, and other items distributed to investors.

