Form 8996 is the form a corporation or partnership uses to certify that it is a Qualified Opportunity Fund (QOF) and to report each year whether it met the 90 percent investment standard. As of October 2026, the current form is the December 2021 revision with instructions revised December 2024, and the version that will carry the new section 6039K reporting has not been released.
- Filed by
- The QOF, yearly
- Form revision
- Dec 2021
- Instructions
- Dec 2024
- Due
- With return, incl. extensions
On this page, "OZ 1.0" means investments made through December 31, 2026 and "OZ 2.0" means investments made after that date. Form 8996 is a fund form in both regimes.
Who files, and when
The Instructions for Form 8996 (Rev. December 2024) say a corporation or partnership organized and operated as a QOF must file Form 8996 annually with one of these returns: Form 1120, 1120-F, 1120-REIT, 1120-RIC, 1120-S or 1065. It is due by the due date of that return, including extensions. A consolidated group includes a separate Form 8996 for each member that must certify.
Two groups do not file it. Qualified opportunity zone businesses (QOZBs) do not file Form 8996, and the instructions say so three times. Investors report their own QOF holdings on Form 8997.
Self-certification today
There is no IRS approval step. Under the current regulations, an eligible entity self-certifies, the certification is filed annually in the form the IRS prescribes, and it must identify the first tax year it covers. It may name a first month; if it does not, the first month of the tax year is used (26 CFR 1.1400Z2(d)-1(a)(2)).
The first-month choice controls which investments qualify. The instructions' Example 3 describes a corporation formed July 1 that may choose only a month after July 1, and says investments made before then are not qualifying investments. A fund may receive an investment tied to an investor's deferral election in its first certified month, but not in any earlier month.
The form, part by part
This overview follows the December 2021 form and the December 2024 instructions. It is a map, not a substitute for the instructions.
| Part and lines | What it asks | Notes from the instructions |
|---|---|---|
| Part I, lines 1–2 | Corporation or partnership; organized to invest in QOZ property? | "No" on line 2 means stop and do not file. "Yes" is the self-certification. |
| Part I, lines 3–4 | First period as a QOF; first month chosen | By the end of the first QOF year, organizing documents should describe the intended business. Line 4 cannot be earlier than the month the entity formed. |
| Part I, line 5 | Did any investor dispose of an interest? | "Yes" requires a statement with each investor's name, TIN, disposition date and interest disposed of. |
| Part I, line 6 | Reserved | Do not check this box. |
| Part II, lines 7–12 | QOZ property and total assets at month 6 and year end; two ratios | Ratios entered to two decimals, a third digit of 5 or more rounds up. Lines 7–9 can be blank in a first year that starts in month 7 or later. |
| Part III, lines 13–15 | Average of the two ratios; pass or fail | Line 14 is line 13 divided by 2, or line 13 alone if lines 7–9 are blank. Line 15 asks whether line 14 is at least 0.90. |
| Part IV, lines 1–8 | Monthly penalty, up to 12 columns | Shortfall below 90% of assets times the quarterly underpayment rate, divided by 12. A first-year fund starts Month 1 at its line 4 month. |
| Part V | QOZ business property the fund owns or leases directly | One line per 11-digit QOZ number, owned and leased values at each test date. |
| Part VI | QOZ stock and partnership interests | Value of each interest apportioned to each QOZ by where the business's tangible property sits; non-QOZ property goes on a line coded 99999999999. Line 4 names the valuation method. |
| Part VII | Continuation of Part VI | Only if more lines are needed. |
Parts V, VI and VII must be completed whether the fund passes or fails. The instructions also say all QOFs investing in the same business should report identical tangible property values for that business in Part VI.
The mechanics of the test itself, including the 6-month exclusion for new cash and the 12-month reinvestment rule, are on the 90 percent asset test page.
Where the current instructions are dated
- Zone lists. The instructions point to the 2018 zone lists in Notice 2018-48 and Notice 2019-42 for the 11-digit QOZ numbers. Zones in the first new round run from January 1, 2027 through December 31, 2036, and as of October 30, 2026 Treasury had not published a national list of them.
- Rural improvement rule. In a zone made up entirely of rural areas, basis additions need only exceed 50 percent of adjusted basis to count as substantial improvement, effective July 4, 2025. On November 24, 2025 the IRS said this will be reflected in the instructions the next time they are revised. The December 2024 text still describes only the 100 percent test.
- New reporting. The current form has no lines for the census tracts, NAICS codes, residential units or employee counts that section 6039K now requires.
What section 6039K changes
The 2025 law (Public Law 119-21, sec. 70421(d)) requires every QOF to file an annual information return. It must show the fund's name, address and TIN, whether it is a corporation or partnership, and the value of its total assets and Opportunity Zone property on each semiannual test date.
For each QOZB it invests in, the fund must report NAICS codes, census tracts, the investment amount, owned and leased tangible property, approximate residential units, and approximate average monthly full-time-equivalent employees. It must also report each investor who disposed of an investment during the year. These returns must be filed electronically or in another machine-readable form.
The statute applies these rules to tax years beginning after July 4, 2025, which for a calendar-year fund is tax year 2026.
Self-certification under the proposed rules
- One time, first year. A fund would self-certify once, in its first tax year. Later annual Form 8996 filings would not repeat the certification.
- Hard first-year deadline. The certification would be valid only if Form 8996 is filed in the first tax year by the due date of the entity's original return, including extensions.
- Affirmative statement. The certification would have to state that the entity is organized to invest in QOZ property.
- Revocation for mistakes. An entity that self-certified by accident, such as a QOZB that filed Form 8996 in error, could revoke, but only if no qualifying investment was ever made, and only with IRS consent.
- Voluntary decertification. A fund could decertify only under set procedures, effective at the end of the month named in contemporaneous written documentation, by filing a final Form 8996.
Most of these rules would apply only to returns and statements due on or after the date final regulations are published. The details, penalties and dates are on the reporting penalties and decertification page.
What is unsettled for 2026
The statute applies the new reporting to a calendar-2026 fund. The form that carries it does not exist yet, and the proposed regulations would apply only once final. Sources disagree on the start date: HUD's Opportunity Zones page states both "the 2026 Tax Year" and "tax years beginning after December 31, 2026." The statute governs the effective date, and the IRS has proposed but not finalized the filing rules.
As of October 30, 2026, exactly what a calendar-2026 fund must file in 2027 beyond the current Form 8996 has not been answered in final guidance. A fund's tax adviser is the right person to read the guidance as it is released. The compliance calendar tracks the dates.
Common questions
Who files Form 8996?
A corporation or partnership organized and operated as a Qualified Opportunity Fund files it every year with its own return (Form 1065, 1120, 1120-S, 1120-REIT, 1120-RIC or 1120-F) by the return's due date, including extensions. Qualified opportunity zone businesses do not file Form 8996, and individual investors file Form 8997 instead.
What is the current version of Form 8996?
As of October 2026, the form is the December 2021 revision and its instructions are the December 2024 revision. The IRS has said the 50 percent rural substantial improvement rule will be added the next time the instructions are revised. No version reflecting the new section 6039K reporting has been released.
Does a fund have to self-certify every year?
Under the current regulations, the self-certification is made annually on Form 8996. Proposed regulations REG-116506-25 would make it a one-time certification in the fund's first tax year, with later Form 8996 filings serving as annual information returns. Those rules are proposed, not final.
When is Form 8996 due?
Today it is attached to the fund's tax return and due by that return's due date, including extensions. Under the proposed regulations, an updated Form 8996 would become a separate information return that must be filed electronically, and late or incorrect filing would carry the section 6726 daily penalty.
What happens if a fund fails the 90 percent test on Form 8996?
It answers No on line 15 and completes Part IV, which figures a monthly penalty from the shortfall and the IRS underpayment rate. The instructions say the IRS will then send a notice explaining the penalty, the reasonable cause relief process, and payment.