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Department of the Treasury
Internal Revenue Service
Instructions for the

Requester of Form W-9

(Rev. March 2024)
Request for Taxpayer Identification Number
and Certification

Section references are to the Internal Revenue Code unless • Partnership withholding under section 1446(f)(4) on
otherwise noted. distributions to transferees of non-PTP interests that failed to
properly withhold under section 1446(f).
Future Developments The portion of the section 1446(a) regulations relating to
withholding and reporting on distributions made by PTPs was
For the latest developments related to Form W-9 and its expanded to allow certain additional entities to act as nominees
instructions, such as legislation enacted after they were for PTP distributions.
published, go to IRS.gov/FormW9. For applicability dates for certain regulations under sections
1446(a) and (f), see Notice 2021-51, available at IRS.gov/irb/
What’s New 2021-36_IRB#NOT-2021-51.
Line 3a. We clarified that a Limited Liability Company (LLC) that Updated qualified intermediary (QI) agreement. The QI
is a disregarded entity should fill out line 3a by checking the withholding agreement, entered into by the Internal Revenue
appropriate box for the tax classification of its owner in the first Service (IRS) and certain foreign persons under Regulations
row on line 3a. We also added guidance that provides clarity for section 1.1441-1(e), and outlined in Rev. Proc. 2017-15, expired
disregarded entities completing lines 1 and 2. For proper December 31, 2022. New QI guidance effective January 1,
processing, information for disregarded entities is reported as 2023, was published in Rev. Proc. 2022-43 and allows certain
the owner’s name on line 1, and the disregarded entity’s name is persons to enter into an agreement to simplify their obligations
entered on line 2. as withholding agents under chapters 3 and 4 of the Code and
as payors under chapter 61 and section 3406 for amounts paid
For an LLC that is not disregarded, line 3a has a single box to to their account holders. See Rev. Proc. 2022-43, available at
check and available entry space for the LLC to notate the proper IRS.gov/irb/2022-52_IRB#REV-PROC-2022-43.
tax classification as corporation, S corporation, or partnership
(C, S, or P).
We updated the Note in line 3a to emphasize this distinction Reminders
for LLCs. Backup withholding rate. The backup withholding rate is 24%
Line 3b. A new line has been added for partnerships (including for reportable payments.
limited liability companies (LLCs) classified as partnerships for Foreign Account Tax Compliance Act (FATCA) and backup
U.S. federal tax purposes), trusts, or estates to indicate if they withholding exemptions. FATCA requires a participating
have foreign partners, owners, or beneficiaries when providing foreign financial institution (FFI) to report all U.S. account holders
this form to a flow-through entity in which it owns an interest. This that are specified U.S. persons (generally individuals,
change provides the flow-through entity with information partnerships, S corporations, LLCs and certain estates and
regarding the status of its indirect foreign partners, owners, or trusts). Form W-9 has space to enter an Exempt payee code (if
beneficiaries, so that it can satisfy any applicable reporting any) and Exemption from FATCA Reporting Code (if any). The
requirements. references for the appropriate codes are in the Exemptions
You are only required to verify that the box on line 3b has section of Form W-9, and in the Payees and Account Holders
been properly checked if you are a flow-through entity that is Exempt From FATCA Reporting section of these instructions.
otherwise required to obtain a new Form W-9 from your partner, The Certification section in Part II of Form W-9 includes
owner, or beneficiary. You may rely on the information provided certification relating to FATCA reporting.
on line 3b unless you know that it is incorrect. If line 3b is
completed (or if it has not been completed and you know that Differences in chapter 3 and chapter 4. Withholding on
this is incorrect), you may be required to report on Schedules certain U.S. source reportable payments under chapter 3 is
K-2 and K-3 (Form 1065) or otherwise provide the relevant different than withholding on certain withholdable payments to
information to your partner, owner, or beneficiary. See foreign entities that fail to report U.S. owners and account
Partnership Instructions for Schedules K-2 and K-3 (Form 1065). holders under chapter 4. These instructions cover the basics. A
review of Pub. 515, Withholding of Tax on Nonresident Aliens
Withholding and reporting under sections 1446(a) and (f) and Foreign Entities, is essential to learn details associated with
starting in 2023. Section 1446(f), added by P.L. 115-97, backup withholding not covered here.
section 13501, enacted new rules for withholding on the transfer
of a partnership interest. Purpose
In general, section 1446(f) applies to transfers of partnership Chapter 3 provides that non-U.S. persons, whether individuals or
interests occurring on or after January 1, 2018. However, certain entities, are subject to tax on their income that is effectively
withholding provisions of section 1446(f) apply to transfers after connected to a U.S. trade or business. A properly completed and
2022, including: signed Form W-9 can be relied upon to avoid backup
• Transfers of interests in publicly traded partnerships (PTPs) withholding to a payee. However, a payor of certain information
under section 1446(f); return reportable payments is subject to the withholding
• Distributions made by PTPs (PTP distributions); and requirements under section 3406 (backup withholding), if:

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1. A payee fails to furnish a taxpayer identification number financial institutions (FFIs), and the substantial U.S. owners of
(TIN); certain foreign entities (more than a 10% ownership interest). A
2. IRS provides notification that a payee's TIN is incorrect; withholding agent must withhold 30% of any withholdable
payment (with certain exceptions) to an FFI or non-financial
3. There has been a notified payee underreporting of foreign entity (NFFE) that fails to provide documentation that the
payments of interest or dividends; or withholding agent may rely upon to treat the payment as exempt
4. There has been a payee failure to certify that the payee is or that fails to provide a certification that it does not have any
not subject to backup withholding. substantial U.S. owners. See sections 1471 through 1474.
A payor must deduct, withhold, and deposit with IRS 24% of With a model 1 or 2 intergovernmental agreement (IGA),
reportable payments made to that payee until the cause of the reporting FFIs must identify U.S. accounts and report information
backup withholding is remedied. about U.S. account holders.
Backup withholding liability. If you don’t collect backup If a withholding agent makes a payment to a person that is not
withholding from affected payees as required, you may become the payee, the withholding agent will be required to determine
liable for any uncollected amount. the chapter 4 status of each intermediary or flow-through entity
Chapter 4. For chapter 4 purposes, Form W-9 is used to in the payment chain until the withholding agent is able to identify
withhold on payments to foreign financial institutions (FFI) and the payee. Standards for determining when a withholding agent
non-financial foreign entities (NFFE) if they don't report all will be considered to have reason to know that a claim of
specified U.S. account holders. If an account holder fails to exemption from withholding is unreliable or incorrect are outlined
provide its TIN, then the withholding rate is 30%. in Regulations section 1.1471-3(e)(4).
TIN matching e-services. The IRS website offers TIN See Regulations section 1.1471-3 for details regarding
matching e-services for certain payors to validate name and TIN presumptions, valid documentation to determine payee status,
combinations. See Taxpayer Identification Number (TIN) and consequences for an agent that fails to withhold in
Matching, later. accordance with the presumptions or that has actual knowledge
or reason to know facts contrary to the presumptions. For
Background. Chapter 3 information on exempt payees, see Payees and Account Holders
Section 1446(f) generally requires that if a portion of a gain on Exempt From FATCA Reporting, later.
any disposition of an interest in a partnership would be treated
under section 864(c)(8) as effectively connected income (ECI), Individual Taxpayer Identification
the transferee purchasing an interest from a non-U.S. transferor Number (ITIN)
must withhold a tax equal to 10% of the amount realized, unless
an exception applies. The amount of gain or loss treated as ECI Form W-9 (or an acceptable substitute) is used by persons
is equal to the distributive share of ECI that would be allocated to required to file information returns with the IRS to get the payee's
the transferring partner if the partnership sold all of its assets as (or other person's) correct name and TIN. For individuals, the
of the date of the transfer. (The partner is deemed to have sold TIN is generally a social security number (SSN).
its proportionate share of the assets the partnership uses in its However, in some cases, individuals who become U.S.
U. S. trade or business.) If a partnership also holds one or more resident aliens for federal tax purposes are not eligible to obtain
U. S. real property interests, at the time of the disposition of the an SSN. This includes certain resident aliens who must receive
interest, the gain or loss treated as ECI is figured under information returns but who cannot obtain an SSN.
Regulations section 1.864(c)(8)-1(c).
These individuals must apply for an ITIN on Form W-7,
Generally, a presumption of foreign status is required if a Application for IRS Individual Taxpayer Identification Number,
properly completed and signed Form W-9 is not received. A unless they have an application pending for an SSN. Individuals
payee may rebut any presumption by providing reliable who have an ITIN must provide it on Form W-9.
documentation to the withholding agent or, if applicable, to the
IRS. Note. ITINs that haven’t been included on a U.S. federal tax
If the transferor furnishes an affidavit stating, under penalty of return at least once in the last 3 consecutive tax years will expire.
perjury, the transferor's U.S. TIN and that the transferor is not a Expired ITINs must be renewed in order to avoid delays in
foreign person, then no withholding is required for a disposition. processing the ITIN holder’s tax return. If the IRS deactivates the
Withholding is required if the transferee has actual knowledge ITIN because it has expired, the ITIN may still be used on Form
that the affidavit is false, or the transferee receives a notice from W-9. However, the ITIN holder will have to apply to renew the
an agent that the statement is false, or the IRS requires the deactivated ITIN if there is a need to file a tax return. For more
transferee to furnish a copy of the affidavit/statement and the information, see the Instructions for Form W-7.
transferee fails to furnish a copy.
Substitute Form W-9
If the transferee fails to withhold, the partnership is required to You may develop and use your own Form W-9 (a substitute Form
withhold from distributions to the transferee a tax (equal to the W-9) if its content is substantially similar to the official IRS Form
amount the transferee failed to withhold, plus interest). See W-9 and it satisfies certain certification requirements.
generally T.D. 9926.
A valid Form W-9, or a substitute form, must contain the
Background. Chapter 4 payee's name and TIN and be signed and dated under penalties
U.S. persons are subject to tax on worldwide income from all of perjury by the payee or a person authorized to sign for the
sources including income generated outside of the United payee. A foreign person, including a U.S. branch of a foreign
States. It is not illegal or improper for U.S. taxpayers to own person that is treated as a U.S. person under Regulations
offshore structures, accounts, or assets. However, taxpayers section 1.1441-1(b)(2)(iv) or a foreign branch of a U.S. financial
must comply with income tax and information reporting institution that is a QI, may not provide a Form W-9.
requirements associated with these offshore activities. You may incorporate a substitute Form W-9 into other
The Foreign Account Tax Compliance Act (FATCA) of 2010 business forms you customarily use, such as account signature
aims at getting information regarding account holders of foreign cards. However, the certifications on the substitute Form W-9

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must clearly state (as shown on the official Form W-9) that under Alternative rule. You may also elect to backup withhold during
penalties of perjury: this 60-day period, after a 7-day grace period, under one of the
1. The payee's TIN is correct, two alternative rules discussed below.
2. The payee is not subject to backup withholding due to Option 1. Backup withhold on any reportable payments if the
failure to report interest and dividend income, payee makes a withdrawal from the account after the close of 7
business days after you receive the awaiting-TIN certificate.
3. The payee is a U.S. person, and
Treat as reportable payments all cash withdrawals in an amount
4. The FATCA code entered on this form (if any) indicating up to the reportable payments made from the day after you
that the payee is exempt from FATCA reporting is correct. receive the awaiting-TIN certificate to the day of withdrawal.
You may provide certification instructions on a substitute Option 2. Backup withhold on any reportable payments made
Form W-9 in a manner similar to the official form. If you are not to the payee's account, regardless of whether the payee makes
collecting a FATCA exemption code by omitting that field from any withdrawals, beginning no later than 7 business days after
the substitute Form W-9, see Payees and Account Holders you receive the awaiting-TIN certificate.
Exempt From FATCA Reporting, later. Notify the payee that item The 60-day exemption from backup withholding does
4 does not apply. ! not apply to any payment other than interest, dividends,
CAUTION and certain payments relating to readily tradable
You may not: instruments. Any other reportable payment, such as
1. Use a substitute Form W-9 that requires the payee, by nonemployee compensation, is subject to backup withholding
signing, to agree to provisions unrelated to the required immediately, even if the payee has applied for and is awaiting a
certifications, or TIN.
2. Imply that a payee may be subject to backup withholding
unless the payee agrees to provisions on the substitute form that Even if the payee gives you an awaiting-TIN certificate, you must
are unrelated to the required certifications. backup withhold on reportable interest and dividend payments if
the payee does not certify, under penalties of perjury, that the
A substitute Form W-9 that contains a separate signature line payee is not subject to backup withholding.
just for the certifications satisfies the requirement that the
certifications be clearly stated. If you do not collect backup withholding from affected payees as
required, you may become liable for any uncollected amount.
If a single signature line is used for the required certifications
and other provisions, the certifications must be highlighted, For payees exempt from backup withholding, see Payees
boxed, printed in bold-face type, or presented in some other Exempt From Backup Withholding. For payments exempt from
manner that causes the language to stand out from all other backup withholding, see Payments Exempt From Backup
information contained on the substitute form. Additionally, the Withholding.
following statement must be presented to stand out in the same
manner as described above and must appear immediately How Do I Know When To Use
above the single signature line:
Form W-9?
“The IRS does not require your consent to any provision of Use Form W-9 to request the taxpayer identification number
this document other than the certifications required to avoid (TIN) of a U.S. person (including a resident alien) and to request
backup withholding.” certain certifications and claims for exemption. (See Purpose of
Form on Form W-9.) Withholding agents, defined later, may
If you use a substitute form, you are required to provide the require signed Forms W-9 from U.S. exempt recipients to
Form W-9 instructions to the payee only if he or she requests overcome a presumption of foreign status. For federal tax
them. However, if the IRS has notified the payee that backup purposes, a U.S. person includes, but is not limited to:
withholding applies, then you must instruct the payee to strike • An individual who is a U.S. citizen or U.S. resident alien;
out the language in the certification that relates to • A partnership, corporation, company, or association created
underreporting. This instruction can be given orally or in writing. or organized in the United States or under the laws of the United
See item 2 of the Certification on Form W-9. You can replace States;
“defined below” with “defined in the instructions” in item 3 of the • Any estate (other than a foreign estate); or
Certification on Form W-9 when the instructions will not be • A domestic trust (as defined in Regulations section
provided to the payee except upon request. For more 301.7701-7).
information, see Rev. Proc. 83-89,1983-2 C.B. 613, amplified by
Rev. Proc. 96-26, which is on page 22 of Internal Revenue Submission of a signed Form W-9 or other certification of
Bulletin 1996-8, available at IRS.gov/pub/irs-irbs/irb96-08.pdf. non-foreign status may be required from a U.S. person to avoid
withholding applicable to foreign persons when:
TIN Applied For • A withholding agent makes a reportable payment of an
amount subject to withholding under sections 1441–1443 or a
For interest and dividend payments and certain payments with withholdable payment under sections 1471–1474.
respect to readily tradable instruments, the payee may return a A transferor disposes of a U.S. real property interest and the
properly completed, signed Form W-9 to you with “Applied For” •
amount realized is subject to withholding under section 1445(a).
written in Part I. This is an “awaiting-TIN” certificate. The payee A U.S. real property holding corporation, certain real estate
has 60 calendar days, from the date you receive this certificate, •
investment trusts (REITs), regulated investment companies
to provide a TIN. If you do not receive the payee's TIN at that (RICs), or certain partnerships makes a distribution subject to
time, you must begin backup withholding on payments. withholding under section 1445(e).
Reserve rule. You must backup withhold on any reportable • A partnership is required to withhold under section 1446(a) on
payments made during the 60-day period if a payee withdraws a partner's allocable share of the partnership's effectively
more than $500 at one time, unless the payee reserves an connected taxable income.
amount equal to the current year's backup withholding rate on all • A transferor transfers an interest in a partnership engaged in a
reportable payments made to the account. trade or business within the United States and the amount
realized is subject to withholding under section 1446(f)(1).
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Generally, if a Form W-9 or other certification of non-foreign requester is anyone required to file an information return. A
status has not been received, the rules under chapters 3 and 4 payee is anyone required to provide a taxpayer identification
require the withholding agent, transferee, or partnership (payor) number (TIN) to the requester. A payee is the holder of the
to presume that the recipient, owner, transferor, or partner account except if there is a QI, or a foreign person acting as
(payee) is subject to withholding and payment of the applicable agent or intermediary for a payment.
withholding tax.
Electronic system. Generally, the electronic system must:
See Pub. 515 for more information. • Ensure the information received is the information sent, and
document all occasions of user access that result in the
A participating foreign financial institution (PFFI) should submission;
request Form W-9 from an account holder that is a U.S. person. • Make reasonably certain that the person accessing the
If an account is jointly held, the PFFI should request a Form W-9 system and submitting the form is the person identified on Form
from each holder that is a U.S. person. A recalcitrant account W-9, the investment advisor, or the introducing broker;
holder is an account holder that is not an FFI and that fails to • Provide the same information as the paper Form W-9;
comply with documentation or information requests from an FFI • Be able to supply a hard copy of the electronic Form W-9 if
in which it holds an account. In the case of such clients, PFFIs the IRS requests it; and
must withhold 30% on all U.S. withholdable payments as defined • Require as the final entry in the submission an electronic
by the IRS FATCA regulations. signature by the payee whose name is on Form W-9 that
A partnership that receives a signed Form W-9 that has authenticates and verifies the submission. The electronic
box 3b checked from any of its partners, indicating that the signature must be under penalties of perjury, and the perjury
partner has (direct or indirect) foreign partners, owners, or statement must contain the language of the paper Form W-9.
beneficiaries, may be required to complete Schedules K-2 and For Forms W-9 that are not required to be signed, the
K-3 (Form 1065). TIP electronic system need not provide for an electronic
signature or a perjury statement.
Advise foreign persons to use the appropriate Form W-8 or
Form 8233, Exemption From Withholding on Compensation for
Independent (and Certain Dependent) Personal Services of a For more details, see:
Nonresident Alien Individual. See Pub. 515 for a list of the W-8 • Announcement 98-27, which is on page 30 of Internal
forms. Revenue Bulletin 1998-15, available at IRS.gov/pub/irs-irbs/
irb98-15.pdf.
Establishing U.S. Status for Purposes • Announcement 2001-91, which is on page 221 of Internal
Revenue Bulletin 2001-36 at IRS.gov/pub/irs-irbs/irb01-36.pdf.
of Chapter 3 and Chapter 4
Responsibility of a Withholding Agent/Qualified
Withholding
Intermediary (QI)/Nominee
Under chapters 3 and 4 of the Internal Revenue Code:
• A withholding agent that makes a payment of an amount Payee's agent. A payee's agent can be an investment advisor
subject to withholding or a withholdable payment to a foreign (corporation, partnership, or individual) or an introducing broker.
person generally must withhold and pay a withholding tax under An investment advisor must be registered with the Securities and
sections 1441–1443 or 1471–1474. Exchange Commission (SEC) under the Investment Advisers Act
• A transferee of a U.S. real property interest from a foreign of 1940. The introducing broker is a broker-dealer that is
transferor generally must withhold and pay a withholding tax regulated by the SEC and the Financial Industry Regulatory
under section 1445(a). Authority (FINRA), and that is not a payor. Except for a broker
• A U.S. real property holding corporation, certain REITs or who acts as a payee's agent for “readily tradable instruments,”
RICs, and certain partnerships must withhold and pay a the advisor or broker must show in writing to the payor that the
withholding tax under section 1445(e) on certain distributions to payee authorized the advisor or broker to transmit the Form W-9
a foreign person. to the payor.
• A partnership that conducts a trade or business in the United A withholding agent may be an individual, corporation,
States generally must withhold and pay a withholding tax under partnership, trust, association, or any other entity, including (but
section 1446(a) on any foreign partner's allocable share of not limited to) any foreign intermediary, foreign partnership, or
effectively connected taxable income from such business. U.S. branch of certain foreign banks and insurance companies. If
• A transferee of an interest in a partnership engaged in a trade several persons qualify as withholding agents for a single
or business within the United States from a foreign transferor payment, the tax must only be withheld once.
generally must withhold and pay a withholding tax under section A withholding agent is any person, U.S. or foreign, in
1446(f)(1). whatever capacity acting, that has the control, receipt, custody,
In the cases below, the following person must be the one that disposal, or payment of a withholdable payment or foreign
provides the Form W-9 to the payor for purposes of establishing pass-through payment. Generally, a withholding agent can
its non-foreign status. reliably associate a withholdable payment with valid
• In the case of a disregarded entity with a U.S. owner, the U.S. documentation if, before the payment, it has obtained (either
owner of the disregarded entity and not the disregarded entity. directly from the payee or through its agent) valid documentation
• In the case of a grantor trust with a U.S. grantor or other U.S. appropriate to the payee's chapter 4 status, it can reliably
owner, generally, the U.S. grantor or other U.S. owner of the determine how much of the payment relates to the valid
grantor trust and not the grantor trust. documentation, and it does not know (or have reason to know)
• In the case of a U.S. trust (other than a grantor trust), the U.S. that any of the information, certifications, or statements in, or
trust and not the beneficiaries of the trust. associated with, the documentation are unreliable or incorrect.
See Pub. 515 for more information. A withholding agent that is making a withholdable payment to
a nonqualified intermediary, for which a withholding statement is
Electronic Submission of Forms W-9 required under chapters 3 or 4, may accept a withholding
Requesters may establish a system for payees and payees' statement that meets the requirements described in Regulations
agents to submit Forms W-9 electronically, including by fax. A section 1.1471-3(c)(3). A nonqualified intermediary (NQI) is an

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intermediary that has not entered into any agreement with the 6. A dealer in securities or commodities required to register
IRS, and NQIs generally do not have any obligations other than in the United States, the District of Columbia, or a U.S.
passing up information regarding the persons for whom they commonwealth or territory;
receive payments so that upstream withholding agents can 7. A futures commission merchant registered with the
withhold and report as required. Commodity Futures Trading Commission;
A certificate or other documentation becomes invalid on the 8. A real estate investment trust;
date that the withholding agent knows (or has reason to know) 9. An entity registered at all times during the tax year under
that circumstances affecting the correctness of the certificate or the Investment Company Act of 1940;
documentation have changed. See Pub. 515 for examples. For 10. A common trust fund operated by a bank under
due diligence requirements applicable to withholding agents section 584(a);
under chapter 4, see Regulations section 1.1471-3.
11. A financial institution as defined under section 581;
The Qualified Intermediary (QI) system is designed to simplify 12. A middleman known in the investment community as a
withholding and reporting obligations under Regulations section nominee or custodian; or
1.1441-1(e)(5) and allows an FFI, or foreign branches of a U.S. 13. A trust exempt from tax under section 664 or described in
financial institution, to receive favorable documentation, section 4947.
reporting, and withholding tax treatment. A QI must provide a
withholding agent with the Forms W-9 or disclose the names, The following types of payments are exempt from backup
addresses, and taxpayer identifying numbers, if known, of those withholding as indicated for payees listed in 1 through 13 above.
U.S. non-exempt recipients for whom the QI receives reportable Interest and dividend payments. All listed payees are exempt
amounts to the extent required in the QI's agreement with the except the payee in item 7.
IRS. See Regulations section 1.1441-1(e)(5). For additional
withholding and reporting provisions applicable to QIs under Broker transactions. All payees listed in items 1 through 4 and
chapters 3 and 4, see Rev. Proc. 2022-43, available at 6 through 11 are exempt. Also, C corporations are exempt. A
IRS.gov/irb/2022-52_IRB#REV-PROC-2022-43. person registered under the Investment Advisers Act of 1940
who regularly acts as a broker is also exempt.
For information for QIs, nominees, and brokers carrying out
transfers of an interest in a PTP, see Regulations section Barter exchange transactions and patronage dividends.
1.1446(f)-4. See also Notice 2023-8, available at IRS.gov/irb/ Only payees listed in items 1 through 4 are exempt.
2023-02_IRB#NOT-2023-8. Payments reportable under sections 6041 and 6041A.
Section 1445. For a disposition of a U.S. real property interest, Payees listed in items 1 through 5 generally are exempt.
the transferee generally is required to withhold 15% of the However, the following payments made to a corporation and
amount realized. See Pub. 515. For definitions of a U.S. real reportable on Form 1099-MISC, Miscellaneous Information, are
property interest and a U.S. real property holding company, see not exempt from backup withholding.
section 897. • Medical and health care payments.
• Attorneys' fees (also gross proceeds paid to an attorney,
Payees Exempt From Backup reportable under section 6045(f)).
Withholding • Payments for services paid by a federal executive agency.
(See Rev. Rul. 2003-66, which is on page 1115 of Internal
Certain payees are exempt from backup withholding with respect Revenue Bulletin 2003-26, available at IRS.gov/pub/irs-irbs/
to the payments below, and should enter the corresponding irb03-26.pdf.)
exempt payee code on Form W-9. You may rely on the payee’s
claim of exemption unless you have actual knowledge that the Payments made in settlement of payment card or third par-
exempt payee code and/or classification selected are not valid, ty network transactions. Only payees listed in items 1 through
or if they are inconsistent with each other. In that case, you may 4 are exempt.
rely on the Form W-9 for purposes of obtaining the payee’s TIN,
but you must treat the payee as non-exempt. If the payee failed Payments Exempt From Backup
to enter an exempt payee code, but the classification selected
indicates that the payee is exempt, you may accept the Withholding
classification and treat the payee as exempt unless you have Payments that are not subject to information reporting also are
actual knowledge that the classification is not valid. not subject to backup withholding. For details, see sections
6041, 6041A, 6042, 6044, 6049, and 6050N and their
If the payee is not exempt, you are required to backup regulations. The following payments generally are exempt from
withhold on reportable payments if the payee does not provide a backup withholding.
TIN in the manner required or does not sign the certification, if Dividends and patronage dividends.
required. Exempt payees include: • Payments to nonresident aliens subject to withholding under
1. An organization exempt from tax under section 1441.
section 501(a), any IRA, or a custodial account under section • Payments to partnerships not engaged in a trade or business
403(b)(7) if the account satisfies the requirements of section in the United States and that have at least one nonresident alien
401(f)(2); partner.
2. The United States or any of its agencies or • Payments of patronage dividends not paid in money.
instrumentalities; • Payments made by certain foreign organizations.
3. A state, the District of Columbia, a U.S. commonwealth or • Section 404(k) distributions made by an employee stock
ownership plan (ESOP).
territory, or any of their political subdivisions, agencies, or
instrumentalities; Interest payments.
4. A foreign government or any of its political subdivisions, • Payments of interest on obligations issued by individuals.
agencies, or instrumentalities; However, if you pay $600 or more of interest in the course of your
trade or business to a payee, you must report the payment.
5. A corporation;
Instr. for Req. of Form W-9 (Rev. 3-2024) 5

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Backup withholding applies to the reportable payment if the D. A corporation the stock of which is regularly traded on one
payee has not provided a TIN or has provided an incorrect TIN. or more established securities markets, as described in
• Payments described in section 6049(b)(5) to nonresident Regulations section 1.1472-1(c)(1)(i);
aliens.
• Payments on tax-free covenant bonds under E. A corporation that is a member of the same expanded
section 1451. affiliated group as a corporation described in Regulations
• Payments made by certain foreign organizations. section 1.1472-1(c)(1)(i);
• Mortgage or student loan interest paid to you. F. A dealer in securities, commodities, or derivative financial
Other types of payment. instruments (including notional principal contracts, futures,
• Wages. forwards, and options) that is registered as such under the laws
• Distributions from a pension, annuity, profit-sharing or stock of the United States or any state;
bonus plan, any IRA, an owner-employee plan, or other deferred G. A real estate investment trust;
compensation plan.
• Distributions from a medical or health savings account and H. A regulated investment company as defined in section
long-term care benefits. 851 or an entity registered at all times during the tax year under
• Certain surrenders of life insurance contracts. the Investment Company Act of 1940;
• Distribution from qualified tuition programs or
Coverdell Education Savings Accounts (ESAs). I. A common trust fund as defined in section 584(a);
• Gambling winnings if regular gambling winnings withholding is J. A bank as defined in section 581;
required under section 3402(q). However, if regular gambling
winnings withholding is not required under section 3402(q), K. A broker;
backup withholding applies if the payee fails to furnish a TIN.
• Real estate transactions reportable under L. A trust exempt from tax under section 664 or described in
section 6045(e). section 4947; or
• Cancelled debts reportable under section 6050P. M. A tax-exempt trust under a section 403(b) plan or section
• Fish purchases for cash reportable under 457(g) plan.
section 6050R.
Joint Foreign Payees
Payees and Account Holders Exempt Under chapter 4, if the first payee listed on an account gives you
From FATCA Reporting a form within the W-8 series, or a similar statement signed under
Reporting under chapter 4 (FATCA) with respect to U.S. persons penalties of perjury, backup withholding applies unless:
generally applies only to non-financial foreign entities (NFFEs), 1. Every joint payee provides the statement regarding
and foreign financial institutions (FFIs) (including a branch of a foreign status, or
U.S. financial institution that is treated as an FFI under an 2. Any one of the joint payees who has not established
applicable intergovernmental agreement (IGA)). For information foreign status gives you a TIN.
on IGAs, see the IRS website FATCA page, available at IRS.gov/
FATCA. See also Pub. 5118, FATCA Online Registration User If any one of the joint payees who hasn’t established foreign
Guide, for more information. status gives you a TIN, use that number for purposes of backup
withholding and information reporting.
Thus, for example, a U.S. financial institution maintaining an
account in the United States does not need to collect an Generally, if a withholding agent makes a payment to joint
exemption code for FATCA reporting. If you are providing a Form payees and cannot reliably associate the payment with valid
W-9, you may pre-populate the FATCA exemption code with "Not documentation from each payee, but all of the joint payees
Applicable," "N/A," or a similar indication that an exemption from appear to be individuals, then the payment is presumed made to
FATCA reporting does not apply. Any payee that provides such a an unidentified U.S. person, and backup withholding applies.
form, however, cannot be treated as exempt from FATCA However, if one of the joint payees provides a Form W-9 in
reporting. See Regulations section 1.1471-3(d)(2) for when an accordance with the procedures described in Regulations
FFI may rely on documentary evidence to treat a U.S. person as section 31.3406(d)-1 through 31.3406(d)-5, the payment is
other than a specified U.S. person, and see Regulations section treated as made to that payee, and no withholding is required.
1.1471-3(f)(3) for when an FFI may apply a presumption rule and See Regulations sections 1.1441-1(b)(9), and 1.1471-3(f)(7).
treat a U.S. person as other than a specified U.S. person.
For more information on foreign payees, see the Instructions
If you receive a Form W-9 with a FATCA exemption code and for the Requester of Forms W-8BEN, W-8BEN-E, W-8ECI,
you know or have reason to know the person is a specified U.S. W-8EXP, and W-8IMY.
person, you may not rely on the Form W-9 to treat the person as
exempt from FATCA reporting. However, you may still rely on an Names and TINs To Use
otherwise completed Form W-9 to treat a person as a specified
U.S. person. An exemption from FATCA reporting (or lack for Information Reporting
thereof) does not affect backup withholding as described earlier Show the full name and address as provided on Form W-9 on
in these instructions. The following are not specified U.S. the information return filed with the IRS and on the copy
persons under chapter 4 and are thus exempt from FATCA furnished to the payee. If the payee has marked their address
reporting. “NEW,” you should update your records. If you made payments
A. An organization exempt from tax under section 501(a), or to more than one payee or the account is in more than one
any individual retirement plan as defined in section 7701(a)(37); name, enter on the first name line of the information return only
the name of the payee whose TIN is shown on Form W-9. You
B. The United States or any of its agencies or may show the names of any other individual payees in the area
instrumentalities; below the first name line on the information return. Forms W-9
C. A state, the District of Columbia, a U.S. commonwealth or showing an ITIN must have the name exactly as shown on
territory, or any of their political subdivisions, agencies, or line 1a of the Form W-7 application. If you are a PFFI reporting a
instrumentalities; U.S. account on Form 8966, FATCA Report, and the account is

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jointly held by U.S. persons, file a separate Form 8966 for each on page 516 of Internal Revenue Bulletin 2003-8, available at
holder. IRS.gov/pub/irs-irbs/irb03-08.pdf. Any information received
through the TIN matching program must be kept confidential in
For more information on the names and TINs to use for
accordance with Regulations section 31.3406(f)-1.
TIP information reporting, see section J of the General
Instructions for Certain Information Returns, available at Payment and Returns of Tax Withheld
IRS.gov/instructions/i1099gi.
Form 945. If you withhold or are required to withhold federal
Notices From the IRS income tax (including backup withholding) from nonpayroll
payments, you must file Form 945, Annual Return of Withheld
The IRS will send you a notice if the payee's name and TIN on Federal Income Tax. Report all federal income tax withholding
the information return you filed don’t match the IRS's records. from nonpayroll payments or distributions annually on one Form
(See Taxpayer Identification Number (TIN) Matching next.) If you 945. Form 945 is used to report income tax withholding on
receive a backup withholding notice, you may have to send a “B” nonpayroll payments including backup withholding and
notice to the payee to solicit another TIN. Pub. 1281, Backup withholding on pensions, annuities, IRAs, military retirement, and
Withholding for Missing and Incorrect Name/TIN(s), contains gambling winnings. A payor must remit to the IRS all monies
copies of the two types of “B” notices. If you receive a penalty withheld from reportable payments based on a certain deposit
notice, you may also have to send a solicitation to the payee. schedule. Form 945-A, Annual Record of Federal Tax Liability, is
See Pub. 1586, Reasonable Cause Regulations & Requirements used to report tax liability by payors who deposit nonpayroll
for Missing and Incorrect Name/TINs on Information Returns. income tax withheld on a semiweekly schedule, or whose tax
liability on any day is $100,000 or more. See T.D. 8672 for details
Taxpayer Identification Number (TIN)
of reporting nonpayroll withheld income taxes under section
Matching 6011. See the Instructions for Form 945.
TIN matching allows a payor or authorized agent who is required Form 1042. Don't report on Form 945 withholding that is
to file information returns to match TIN and name combinations required to be reported electronically on Form 1042, Annual
with IRS records before submitting the forms to the IRS. TIN Withholding Tax Return for U.S. Source Income of Foreign
matching is one of the e-services products that is offered and is Persons. Use Form 1042 to report tax withheld under chapter 3
accessible through the IRS website. Go to the eServices on certain income of foreign persons, including nonresident
Registration home page, located at IRS.gov/e-services. See also aliens, foreign partnerships, foreign corporations, foreign
Pub. 2108A, On-Line Taxpayer Identification Number (TIN) estates, and foreign trusts. Also use Form 1042 to report tax
Matching Program, for guidance. It is anticipated that payors who withheld under chapter 4 on withholdable payments. See the
validate the TIN and name combinations before filing information Instructions for Form 1042 for details.
returns will receive fewer backup withholding (CP2100) notices
and penalty notices. Program participants will generally be able Additional Information
to rely on a verified TIN/name match as reasonable cause under For more information on backup withholding, see Pubs. 1281
section 6724(a), which will provide significant incentive for and 515.
payors to check and correct payee TINs before filing information
returns and payee statements. See Rev. Proc. 2003-9, which is

Instr. for Req. of Form W-9 (Rev. 3-2024) 7

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