ROBS document checklist

Signed operative plan document, adoption agreement, basic plan document if separate, trust/custodial agreement, executed amendments, version-control note identifying official signed copy versus drafts.

Owner / custodian

Plan sponsor or plan administrator; Provider/TPA and secure company records owner

Timing

Design/setup; update when amended or restated

Why it matters

Draft or unsigned documents can make later administration, eligibility, correction, and filing decisions unreliable.

Next action

Locate the official signed copy and record a safe folder/reference, not document contents.

Source proximity: IRS ROBS compliance project. IRS notes determination-letter limits and operating failures; its checks ask for plan status and records.

SPD or summary materials, notice package, delivery log or provider confirmation, and open questions on missing or updated disclosures.

Owner / custodian

Plan administrator; TPA/recordkeeper and disclosure records owner

Timing

Setup, eligibility events, amendments, and recurring disclosure cycles

Why it matters

Employee participation can turn a founder file into an employee-benefit-plan file with disclosure evidence needs.

Next action

If employee or participant facts are unknown, keep this as follow-up until the TPA confirms applicability.

Source proximity: DOL fiduciary responsibilities. DOL describes plan-document compliance and fiduciary duties owed to participants and beneficiaries.

Letter copy if applicable, document type/source note, reliance limits, and provider or counsel explanation of what the letter does and does not cover.

Owner / custodian

Plan sponsor with provider/ERISA counsel; Plan document provider

Timing

Setup and document restatement cycles

Why it matters

Readers commonly mistake a letter about plan terms for approval of a specific ROBS transaction or later operations.

Next action

Classify the document source and preserve the reliance limitation with the plan file.

Source proximity: IRS determination, opinion, and advisory letters. IRS letter programs address plan terms; the IRS ROBS page says a DL does not protect incorrect operation or discrimination.

Articles/certificate of incorporation, bylaws, EIN confirmation locator, initial board/shareholder approvals, officer appointments, registered-agent/status evidence, and state filing reference.

Owner / custodian

Corporate secretary/officer; Corporate records owner and CPA

Timing

Formation; update after corporate changes

Why it matters

A ROBS checklist must separate corporation records from plan records and respect state-specific filing rules.

Next action

Use the relevant state filing office and corporate counsel for actual status questions.

Source proximity: State secretary filing systems vary. Corporate formation and status records are state-law and filing-office matters; this page uses state filing sources only as a boundary, not a universal state rule.

Stock ledger, certificates or book-entry evidence, subscription/purchase agreement, capitalization table, board approvals, payment evidence, ownership/allocation support, and version-controlled final documents.

Owner / custodian

Corporate secretary with plan fiduciary; Corporate records owner and TPA/recordkeeper

Timing

Formation, stock purchase, later stock change, sale, redemption, or exit

Why it matters

Stock evidence connects the plan's asset to corporate ownership and later valuation, reporting, and exit records.

Next action

Reconcile plan-owned shares to corporate records before marking on file.

Source proximity: IRS ROBS compliance project. IRS compliance checks requested stock valuation and stock-purchase information.

Distribution or direct-rollover election locator, sending-plan/custodian confirmation, receiving-plan receipt, trust/custodial account statement locator, and reconciliation note. Do not treat this as endorsement of tax result.

Owner / custodian

Plan administrator/recordkeeper; TPA, trust/custodial account holder, and participant records owner

Timing

Setup funding and later rollover/distribution activity

Why it matters

The money trail supports that the records are about a plan rollover and stock purchase, not a personal distribution or loan.

Next action

Keep references to statements; do not enter account numbers or balances here.

Source proximity: IRS ROBS compliance project. IRS checks asked for rollover or direct-transfer information and named Form 1099-R failures as a ROBS problem.

Engagement letter, valuation date/purpose, final report, management representation/support package locator, draft/final version control, and unresolved assumptions log.

Owner / custodian

Plan fiduciary with valuation professional; Valuation file owner and corporate records owner

Timing

Formation stock purchase, annual reporting, material events, stock changes, redemptions, distributions, and exit

Why it matters

Unsupported employer-stock value can affect stock purchase, participant records, Form 5500 reporting, distributions, and exit decisions.

Next action

Route value judgments to a qualified valuation professional; this tool only tracks evidence readiness.

Source proximity: IRS ROBS compliance project. IRS lists valuation of assets as a specific ROBS problem and asks for stock valuation information.

Census export locator, eligibility determination, enrollment/waiver evidence, beneficiary records locator, notice/disclosure delivery evidence, and follow-up for unknown employee facts.

Owner / custodian

Plan administrator with payroll/TPA; TPA/recordkeeper and HR/payroll records owner

Timing

Initial eligibility, each plan year, hires/terminations, and participant events

Why it matters

Unknown employee facts should not be converted to N/A because later eligible employees can change plan obligations.

Next action

Confirm employee and participant facts with payroll and TPA before closing the file.

Source proximity: IRS ROBS compliance project. IRS identified coverage, discrimination, and benefits-rights-and-features concerns after ROBS stock purchases.

Payroll register locator, contribution ledger, vesting/allocation reports, testing package or request list, variance notes, and open item owner.

Owner / custodian

Payroll provider, TPA, and CPA; Payroll system owner and TPA

Timing

Each payroll/contribution cycle and annual testing cycle

Why it matters

Payroll and contribution gaps can flow into testing, participant statements, tax filings, and correction work.

Next action

If no payroll or contributions occurred, mark N/A only with a reason that names the verified fact source.

Source proximity: IRS ROBS compliance project. IRS ROBS materials identify coverage and discrimination concerns and ask about contribution history.

Fiduciary/trustee appointments, service agreements, fee schedules, invoices, monitoring notes, conflict decisions, and responsibility matrix.

Owner / custodian

Named fiduciary/plan sponsor; Service-provider contract owner

Timing

Setup, annual review, provider changes, and material service changes

Why it matters

Provider work does not eliminate sponsor or fiduciary responsibility for prudence and document compliance.

Next action

Create a current service matrix naming who owns plan, corporate, valuation, payroll, tax, and correction files.

Source proximity: DOL fiduciary responsibilities. DOL says fiduciaries must act prudently, follow plan documents, avoid conflicts, and may be liable for breaches.

Bond or insurance certificate locator if applicable, renewal evidence, named insureds, secure storage/access list, backup workflow, and access handoff notes.

Owner / custodian

Plan sponsor with insurance broker/provider; Insurance and access-control records owner

Timing

Setup, renewals, provider changes, and incident response

Why it matters

Document readiness includes preserving records securely, not uploading sensitive plan or corporate data into a public tool.

Next action

Assign a source-of-truth owner and backup/access workflow without claiming any specific cloud storage is required.

Source proximity: DOL fiduciary responsibilities. DOL fiduciary materials support prudent administration; bond and insurance specifics depend on plan facts and governing documents.

Determined form path, filing package, EFAST acceptance or IRS filing evidence, Form 5558/extension evidence if used, signer approval, and open determination questions.

Owner / custodian

Plan administrator/TPA with signer; EFAST/IRS filing owner and plan records owner

Timing

Annual reporting cycle and final year

Why it matters

The checklist is not a Form 5500 screener; unknown form status stays unresolved.

Next action

Use a filing screener, TPA, or adviser to determine the path before marking on file.

Source proximity: DOL Form 5500 Series. DOL says Form 5500-series filings satisfy ERISA/Internal Revenue Code reporting and must be filed electronically for 5500/5500-SF.

Form 1120/state filing locator, financial statements, bank/account reconciliations, participant statement package, and tie-out notes between company and plan records.

Owner / custodian

CPA, corporate secretary, TPA/recordkeeper; CPA workpaper owner and plan records owner

Timing

Corporate tax cycle and annual plan close

Why it matters

Corporate tax and plan reporting files are separate but should reconcile on stock, transactions, and financial facts.

Next action

Keep tax and financial figures outside this tool; record only safe locator references.

Source proximity: IRS Form 1120. IRS ROBS checks asked why no Form 1120 was filed and requested general business information.

Distribution/loan package locator, repayment/default notes, rollover reporting analysis, Form 1099-R evidence where applicable, and correction escalation notes.

Owner / custodian

TPA/recordkeeper with CPA; Tax-reporting file owner

Timing

When distributions, loans, rollovers, defaults, or corrections occur

Why it matters

Distribution and loan records can affect plan operations, tax reporting, and correction decisions.

Next action

If no distributions or loans occurred, N/A requires a verified reason.

Source proximity: IRS Form 1099-R. IRS Form 1099-R reports distributions from pensions and retirement plans; the IRS ROBS page names 1099-R failures.

Signed amendment/restatement, board/adoption approval if needed, SPD/SMM or notice evidence, prior draft archive, and official-copy note.

Owner / custodian

Plan sponsor with provider/counsel; Plan document source-of-truth owner

Timing

When law, provider, design, eligibility, or operation changes require document action

Why it matters

Using stale drafts or unsigned amendments can produce operation/document mismatches.

Next action

Name who controls official signed copies and who communicates updates to payroll/TPA/participants.

Source proximity: IRS EPCRS overview. IRS correction materials address document and operational failures and procedure updates.

Issue log, facts gathered, counsel engagement locator, correction analysis, EPCRS/VFCP/DFVCP materials if used, regulator correspondence locator, and privilege/access instructions.

Owner / custodian

Plan sponsor with ERISA counsel/CPA/TPA; Privileged/correction file owner

Timing

When errors, late filings, prohibited transactions, or agency requests arise

Why it matters

Correction paths are fact-specific and should not be mixed with ordinary checklist notes or uploaded to browser tools.

Next action

Escalate potential correction issues before preserving privileged or sensitive materials in general files.

Source proximity: DOL VFCP and IRS EPCRS correction resources. DOL VFCP and IRS EPCRS are separate correction frameworks; eligibility and correction method are fact-specific.

Board/shareholder approvals, state filing locator, address/officer/registered-agent updates, and notification list.

Owner / custodian

Corporate secretary; Corporate records owner

Timing

Whenever officers, address, registered agent, or corporation records change

Why it matters

Corporate changes can affect state status, tax filings, provider authority, participant communications, and plan records.

Next action

If corporate change facts are unknown, keep the state-record question unresolved.

Source proximity: State secretary filing systems vary. Corporate change filings depend on state law and filing-office rules; this checklist only routes evidence.

Service termination or engagement locator, responsibility matrix, portal export plan, open request list, fee/contract changes, and records-access handoff notes.

Owner / custodian

Plan sponsor and plan administrator; Provider-transition owner

Timing

Whenever provider, TPA, recordkeeper, payroll, valuation, or responsibility ownership changes

Why it matters

A provider change can leave plan documents, participant records, valuation support, payroll files, or filing evidence in an inaccessible portal.

Next action

If provider-change facts are unknown, keep the handoff file unresolved until the sponsor names the current provider and records owner.

Source proximity: DOL fiduciary responsibilities. DOL fiduciary materials support service-provider monitoring and prudence; provider transitions need an accountable handoff file.

Board/shareholder approvals, stock ledger update, certificates or book-entry evidence, cap-table update, valuation questions, payment or redemption support, and plan-recordkeeper notification locator.

Owner / custodian

Corporate secretary with plan fiduciary; Corporate records owner and valuation file owner

Timing

Whenever plan-owned shares, ownership, valuation, stock terms, redemption, or sale facts change

Why it matters

Stock and ownership changes can affect valuation, Form 5500 reporting, participant records, distributions, and exit decisions.

Next action

If employer-stock change facts are unknown, keep the stock-event file unresolved until counsel/TPA confirms whether a change occurred.

Source proximity: IRS ROBS compliance project. IRS compliance checks requested stock valuation and stock-purchase information; stock-change records should stay tied to valuation support.

Termination resolutions, plan amendment, final valuation, stock sale/redemption/disposition documents, distribution or rollover package, participant notices, and final owner handoff.

Owner / custodian

Plan sponsor with TPA, valuation professional, CPA, and counsel; Termination file owner

Timing

Exit, final year, sale, shutdown, redemption, or plan termination

Why it matters

Exit files often combine plan, corporate, tax, valuation, employee, and transaction records; missing pieces can delay final filings or distributions.

Next action

Do not mark N/A unless final-year and exit facts are verified as not applicable.

Source proximity: IRS Form 5500 corner. IRS Form 5500 materials include final-year reporting paths and filing resources; ROBS exits require coordinated plan and corporate records.

Final filing determinations, acceptance receipts, final corporate/state filings, participant statement/distribution evidence, archive index, access list, and backup/handoff workflow.

Owner / custodian

Plan administrator, CPA, and corporate secretary; Final archive owner

Timing

Final year and post-closing archive

Why it matters

A final year is not complete merely because the business transaction closed.

Next action

Assign one owner for the final archive and one backup before provider access ends.

Source proximity: IRS Form 5500 corner. IRS and DOL Form 5500 resources cover annual and final filing contexts; state entity closing is state-specific.

Index of categories, official-copy owner, draft/archive separation, access list, backup workflow, provider portal export plan, and handoff notes. Reference fields must contain safe locators only.

Owner / custodian

Plan sponsor/administrator; Designated source-of-truth records owner

Timing

Setup, annual close, provider change, and exit

Why it matters

Document readiness fails when records exist only in one inbox, portal, or individual's memory.

Next action

Record folder names or cabinet references, not names, addresses, SSNs, EINs, account numbers, amounts, or uploaded documents.

Source proximity: IRS Publication 583 information page. IRS small-business recordkeeping materials support maintaining business records; this checklist avoids universal retention periods.

Counsel question list, exemption/state-law analysis locator if applicable, stock issuance boundaries, and unresolved securities-law questions.

Owner / custodian

Corporate counsel; Corporate legal file owner

Timing

Formation stock issuance, outside investment, stock changes, or sale

Why it matters

A document checklist should not silently imply that every private stock issuance has the same federal or state record package.

Next action

Use counsel for securities and state-law scope; keep this as supporting evidence, not compliance approval.

Source proximity: SEC small business resources. SEC small-business resources provide federal securities-law starting points; exemptions, state blue-sky rules, and private-company stock questions need counsel.