In plain terms: the letter says your business was "essential" and stayed open, so it could not have been suspended. The statute never uses the word "essential." The orders did, and they used it to say which businesses could keep their doors open on the government's conditions: how many customers could enter, which departments had to close, which procedures had to stop, how staff had to be screened and masked. A hospital forbidden to perform elective surgery was essential and open. A store held to four customers per thousand square feet with its garden and paint aisles closed was essential and open. The IRS's own Notice calls both of them partially suspended, and the United States told a federal court that "essential" status is read from the order that governed your operations. This page shows what the orders said to the businesses they kept open.
The employer operated an essential business and remained open.
As stated in the Service's letters, Forms 886-A and memoranda
The statute contains no such word
The Suspension Clause, section 2301(c)(2)(A)(ii)(I) of the CARES Act and section 3134(c)(2)(A)(ii)(I) of the Internal Revenue Code, does not contain the word "essential." It asks whether the operation of the trade or business was "fully or partially suspended ... due to orders from an appropriate governmental authority limiting commerce, travel, or group meetings." The "essential" vocabulary is the vocabulary of the orders themselves, which used it to identify the premises that could remain open on conditions, and of Q&A-11 of the Notice (Notice 2021-20, 2021-11 I.R.B. 922), a document the United States has represented "lacks the force of law" in its opposition and cross-motion for summary judgment in Stenson Tamaddon, LLC v. IRS, No. 2:24-cv-01123-SPL (D. Ariz. Jan. 6, 2025), ECF No. 44 ("Doc. 44").1
What "essential" meant in the orders
An "essential" designation was the premise of conditions, not an exemption from them. Michigan's Executive Order 2020-42 (Apr. 9, 2020) held open stores over 50,000 square feet "to 4 people per 1,000 square feet of customer floor space," ordered them to close their carpet, flooring, furniture, garden and paint departments and barred the advertising of goods that were not groceries, medical supplies or items necessary to the basic operation of a residence (Ex. SEC-07-022). Texas's Executive Order GA-14 (Mar. 31, 2020) defined "essential services" by reference to the federal CISA list and prohibited every other in-person service (Ex. SEC-07-001). Pennsylvania's Worker Safety Order of April 15, 2020 fixed the occupancy, cleaning, masking and scheduling of every life-sustaining business that stayed open. New Jersey's Executive Order 122 held every essential retailer to 50 percent of capacity and every warehouse to eleven rules (Exs. SEC-07-011, SEC-11-020). And the elective-procedure orders of more than thirty States terminated the surgical and procedural operations of the hospitals they designated essential (Exs. TX-004, NY-005, NJ-006, WA-015, FL-009).2
The Notice's own examples describe those premises. Q&A-17, Example 4, describes exactly that hospital and calls it partially suspended; Example 2 describes a restaurant that "resumed all categories of its business operations" under a spacing order and calls it partially suspended; and Q&A-19 states that an employer "that reduces its operating hours due to a governmental order is considered to have partially suspended its operations since the employer's operations have been limited by a governmental order."3
The United States' account
The United States told the District Court that whether a business is "essential or non-essential will often vary from jurisdiction to jurisdiction" and is determined "by looking to the governmental order affecting [the employer's] operations," and that an employer is partially suspended "if it was required to suspend certain operations for certain purposes" even where comparable operations continue:
Even still, the IRS qualified this response, acknowledging that an employer could be considered to have a partial suspension due to the governmental order if it was required to suspend certain operations for certain purposes. ... This interpretation again makes sense and is consistent with the limitation in the statute.
Doc. 44 at 15
The District Court adopted the same reading in its summary-judgment order of June 20, 2025 (ECF No. 49, "Doc. 49"). And Tri-State Memorial Hospital v. United States, No. 2:25-cv-0181-TOR, ECF No. 38 (E.D. Wash. May 28, 2026) ("Tri-State"), is a hospital's case: the most essential of businesses, open throughout, held partially suspended on the pleaded protocols, cancellations and staffing rules a proclamation compelled.4
What the ground does
The Service's ground reads "essential" into a statute that does not contain it and then reads "open" as if the orders had not told the open premises how few people could enter, how they must be masked and screened, which departments must close and which procedures must stop. An employer ordered to run its business on the government's terms is not an employer the government left alone.
"Essential" is a word from the orders, not from the statute, and in the orders it meant "open on our conditions." If your business stayed open under a capacity cap, a closed department, a prohibited service line, a screening rule or a masking rule, the order that called you essential is the order that limited you. The IRS's own Notice calls a hospital operating under an elective-procedure ban partially suspended, and the United States told a court that your status is read from the order that governed you, not from the label.