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1.1. Does the entity need to provide a Form W-9?
US entities should complete a Form W-9. Should the entity be a US entity, there is no further need to consult this
guide as the remainder of the guide deals with the classification of non-US entities.
Broadly a US entity is any of the following:
A Corporation or Partnership created or organised in the US or under the law of the US or of any state in the
US.
An estate of a US person or a trust if a court within the United States is able to exercise primary supervision
over the administration of the trust and one or more US persons have the authority to control all substantial
decisions of the trust.
The US government or any agency/instrumentality thereof.
You should obtain tax advice if you are unsure whether the entity is considered a US entity.
Please also note that a Form W-9 and, outside the US, a secrecy waiver from the substantial US owner (in
addition to a Form W-8BEN-E from the entity) may be required if you conclude that the entity is a Passive
NFFE AND it has ‘substantial US owners’ (defined below).
Substantial US owners
In general, substantial US owners in the case of corporations are any persons that own directly or indirectly more
than 10% of the stock of such corporation and in the case of a trust, any person treated as an owner of any portion
of a trust treated as a grantor trust under US tax law and any person that holds directly or indirectly more than 10%
of the beneficial interests of the trust AND that are specified US persons. Generally a “specified US person” is any
US person other than those specifically excluded, such as a publicly-traded corporation and affiliates thereof, a tax-
exempt organisation, a US or state governmental entity, a bank, a broker, a dealer, a regulated investment
company, a real estate investment trust, a common trust fund, a charitable trust and certain tax-exempt trusts.
A US person in respect of an individual is commonly a citizen or resident of the United States and they can be
treated as a US person even if they reside permanently outside the US or even if they hold a non-US passport.
The Bank may already have the appropriate documentation on file in respect of the entity’s US owners. Therefore if
you conclude that the entity is a Passive NFFE or Owner Documented FFI (“ODFFI”) and there are US persons
amongst the entity’s owners we recommend you contact your Relationship Manager to confirm what documentation
is already held on file in respect of those US persons. Generally a Passive NFFE must provide a list of its
substantial US owners on the Form W-8BEN-E or on a withholding statement provided with a Form W-8IMY. An
ODFFI must provide W-series tax forms for all its underlying beneficial owners. Curative documentation is required
for all non-US owners with US indicia (including W-series forms in the case of a Passive NFFE with non-US owners
that have US indicia).
1.2. Is the entity acting as a beneficial owner or an intermediary?
Determining who the beneficial owner of an account is can be complex. Generally, an account holder is the
beneficial owner of that account if they own the assets or income within the account or they are entitled to them.
An account holder is acting as an intermediary if they receive amounts from the account on behalf of another
person or as a “flow-through entity”. Common examples include qualified intermediaries (QIs), nonqualified
intermediaries (NQIs), non-US simple trusts, non-US grantor trusts, and non-US partnerships. Where the entity is
acting as an intermediary, we will require you to provide the Form W-8IMY (unless you consider another form more
appropriate) and with this, a withholding statement containing pooled information for QIs or, in the case of
nonqualified intermediaries and non-withholding non-US partnerships and trusts the details of the beneficial owners
and income allocation percentages and, the appropriate W-series form(s) for those beneficial owners.
The determination of US trust type is a complex process. The box below provides common examples where the
settlor is a non-US person and the trust is not marketing itself to third parties (i.e., it is a trust established for the
benefit of family members, relatives or charities).Tax advice should be sought if you are unsure of the trust
type under US tax law.