Federal Application for Withholding Certificate for Dispositions by Foreign Persons of U.S. Real Property Interests

Application for Withholding Certificate for Dispositions by Foreign Persons of U.S. Real Property Interests
Form 8288-B (Rev. February 2016)
Form

8288-B

Application for Withholding Certificate for Dispositions
by Foreign Persons of U.S. Real Property Interests

(Rev. February 2016)
Department of the Treasury
▶ Please type or print.
Internal Revenue Service
1
Name of transferor (attach additional sheets if more than one transferor)

OMB No. 1545-1060

Identification number

Street address, apt. or suite no., or rural route. Do not use a P.O. box.
City, state or province, and country (if not U.S.). Include ZIP code or postal code where appropriate.
2

Identification number

Name of transferee (attach additional sheets if more than one transferee)
Street address, apt. or suite no., or rural route. Do not use a P.O. box.
City, state or province, and country (if not U.S.). Include ZIP code or postal code where appropriate.

3
4a
c

5

Transferor
Transferee
Applicant is:
Name of withholding agent (see instructions)

b

Identification number

Name of estate, trust, or entity (if applicable)

d

Identification number

Address where you want withholding certificate sent (street address, apt. or suite no., P.O. box, or rural route number)

Phone number (optional)

City, state or province, and country (if not U.S.). Include ZIP code or postal code where appropriate.

6

Description of U.S. real property transaction:
b Contract price $
Date of transfer (month, day, year) (see inst.)
Type of interest transferred:
Real property
Associated personal property
Domestic U.S. real property holding corporation
Rental or commercial
Personal
Other (attach explanation)
d Use of property at time of sale:
e Adjusted basis $
f Location and general description of property (for a real property interest), description (for associated personal property), or
the class or type and amount of the interest (for an interest in a U.S. real property holding corporation). See instructions.
a
c

g For the 3 preceding tax years:
(1) Were U.S. income tax returns filed relating to the U.S. real property interest? .
If “Yes,” when and where were those returns filed? ▶
(2)

7

Were U.S. income taxes paid relating to the U.S. real property interest?
If “Yes,” enter the amount of tax paid for each year ▶

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Yes

No

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Yes

No

Check the box to indicate the reason a withholding certificate should be issued. See the instructions for information that must
be attached to Form 8288-B.

a
The transferor is exempt from U.S. tax or nonrecognition treatment applies.
b
The transferor’s maximum tax liability is less than the tax required to be withheld.
c
The special installment sales rules described in section 7 of Rev. Proc. 2000-35 allow reduced withholding.
Yes
8
Does the transferor have any unsatisfied withholding liability under section 1445? . . . . . . . . .
See the instructions for information required to be attached.
Yes
9
Is this application for a withholding certificate made under section 1445(e)? . . . . . . . . . . .
If “Yes,” check the applicable box in a and the applicable box in b below.
a Type of transaction:
1445(e)(1)
1445(e)(2)
1445(e)(3)
1445(e)(5)
1445(e)(6)
b Applicant is:
Taxpayer
Other person required to withhold. Specify your title (e.g., trustee) ▶

No
No

Under penalties of perjury, I declare that I have examined this application and accompanying attachments, and, to the best of my knowledge and belief, they are true,
correct, and complete.

Signature

For Privacy Act and Paperwork Reduction Act Notice, see the instructions.

Title (if applicable)
Cat. No. 10128Z

Date
Form 8288-B (Rev. 2-2016)

Form 8288-B (Rev. 2-2016)

Section references are to the Internal
Revenue Code unless otherwise noted.

Future Developments
For the latest information about
developments related to Form 8288 and its
instructions, such as legislation enacted
after they were published, go to
www.irs.gov/form8288.

General Instructions
Purpose of form. Use Form 8288-B to
apply for a withholding certificate to reduce
or eliminate withholding on dispositions of
U.S. real property interests by foreign
persons, but only if the application is based
on:
1. A claim that the transferor is entitled to
nonrecognition treatment or is exempt from
tax,
2. A claim solely on a calculation that
shows the transferor’s maximum tax liability
is less than the tax otherwise required to be
withheld, or
3. A claim that the special installment
sales rules described in section 7 of Rev.
Proc. 2000-35 allowed reduced
withholding.
Do not use this form for applications:
• Based on an agreement for the payment
of tax with conforming security,
• For blanket withholding certificates under
Rev. Proc. 2000-35, or
• Other than the three types described
above.
See Regulations sections 1.1445-3 and
1.1445-6 and Rev. Proc. 2000-35 for
information and procedures for applying for
a withholding certificate.
Who can apply for a withholding
certificate. Either the transferee or the
transferor (or other authorized person) can
file this application.
Withholding certificate. The IRS can issue
a withholding certificate to reduce or
eliminate withholding under section 1445. A
certificate issued before the transfer notifies
the transferee that reduced withholding or
no withholding is required. A certificate
issued after the transfer may authorize an
early or a normal refund. If, on the date of
transfer, an application for a withholding
certificate is or has been submitted to the
IRS, the applicable withholding is not
required to be paid over to the IRS until the
20th day after the day that the IRS mails the
withholding certificate or notice of denial. A
transferor that applies for a withholding
certificate must notify the transferee in
writing that the certificate has been applied
for on the day of or prior to the transfer.
The IRS will normally act on an
application within 90 days of receipt of all
information necessary to make a proper
determination. The IRS will determine
whether withholding should be reduced or
eliminated or whether a withholding
certificate should not be issued.

Page

Identification number. The U.S.
taxpayer identification number (TIN) of all
parties to the transaction must be on the
application for a withholding certificate. For
U.S. individuals, the TIN is a social security
number (SSN). For all other entities, it is an
employer identification number (EIN). If you
do not have an EIN, you can apply for one
online at www.irs.gov/smallbiz or by
telephone at 1-800-829-4933. Also, you can
file Form SS-4, Application for Employer
Identification Number, by fax or mail.
If you are a nonresident alien individual
who is required to have a TIN, but is not
eligible to obtain an SSN, you must apply
for an IRS individual taxpayer identification
number (ITIN). If you do not have a TIN and
are eligible for an ITIN, you can apply for an
ITIN by attaching the completed Form
8288-B to a completed Form W-7 and
forwarding the package to the IRS at the
address given in the Form W-7 instructions.
Get Form W-7, Application for IRS
Individual Taxpayer Identification Number,
for more information.
Any withholding certificate issued by the
IRS applies only for the limited purpose of
determining the withholding obligation
under section 1445 and does not apply to
any substantive issue that may arise in
connection with the transfer. The
acceptance by the IRS of any evidence
submitted in connection with this
application is not binding on the IRS for any
purpose other than issuing the withholding
certificate. The information submitted in
support of the application may be subject
to verification by the IRS prior to issuance
of a withholding certificate.
If you receive a withholding certificate
from the IRS and withholding is still
required, a copy of the withholding
certificate must be attached to Form 8288,
U.S. Withholding Tax Return for
Dispositions by Foreign Persons of U.S.
Real Property Interests.
Installment sales. A transferee is required
to withhold on the full sales price regardless
of the amount of the payment. However, if
the transferor is not a dealer and will report
gain using the installment method under
section 453, a withholding certificate
allowing reduced withholding may be
obtained. Any withholding certificate based
on the installment sale method will provide
for payment of interest on the deferred tax
liability under section 453A(c) when
applicable.
For installment sales subject to
withholding under section 1445(a) or (e), the
IRS will consider applications for a
withholding certificate based on the
transferee’s (or entity’s or fiduciary’s)
agreement to all of the following:
1. Withhold and pay over 15% or lower
amount determined by the IRS (or the
amount the IRS determines to be
appropriate under section 1445(e)) of the
down payment. The amount of the down
payment includes any liabilities of the
transferor (entity in the case of section
1445(e)) assumed by the transferee, or
liabilities to which the U.S. real property
interest was subject immediately before and
after the transfer.

2

2. Withhold 15% or lower amount
determined by the IRS (or the amount the
IRS determines to be appropriate under
section 1445(e)) of each subsequent
payment and the interest on the deferred
tax liability.
3. Use Forms 8288 and 8288-A (relating to
withholding on dispositions by foreign
persons of U.S. real property interests) to pay
over all amounts withheld. The identification
number of the transferor (or interest holder
subject to withholding under section 1445(e))
must be included on Forms 8288 and 8288-A.
4. Notify the IRS before the disposition or
encumbrance of the U.S. real property
interest (of the installment obligation under
section 1445(e)), and when it occurs, pay
over the remaining amount to be withheld.
5. Continue to withhold under a reduced
withholding certificate until an amended
certificate is issued, even if the transferor
pledges the installment obligation in
exchange for all or part of the proceeds due
on the obligation and includes in gross
income under section 453A(d) the net
proceeds of the secured indebtedness.
Where to send applications for a
withholding certificate. Form 8288-B and
other applications for a withholding
certificate must be sent to Internal Revenue
Service, P.O. Box 409101, Ogden, UT
84409.

Specific Instructions
Complete all information for each line. An
application that is not substantially
complete when submitted will be rejected.
For example, an application without a
specific or estimated date of transfer will
not be considered to be substantially
complete.
Line 1. Enter the name, street address, and
identification number of the transferor. If
there are multiple transferors, attach
additional sheets giving the required
information about each one. For a
transaction under section 1445(e), enter the
required information for each foreign person
for whom you are requesting reduced
withholding.
Line 2. Enter the name, street address, and
identification number of the transferee. If
there are multiple transferees, attach
additional sheets giving the required
information about each one.
Line 4a. The withholding agent will normally
be the buyer or other transferee as
described in section 1445(d)(4). For
distributions under section 1445(e), the
withholding agent also includes a trustee,
executor, or other authorized person.
Line 4b. If you are not applying for this
withholding certificate in your personal
capacity, enter your SSN or ITIN (see
Identification number on this page for more
information).

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Form 8288-B (Rev. 2-2016)

Line 4c. If you are acting on behalf of an
estate or trust, or are signing as an
authorized person for an entity other than
an individual (for example, a corporation,
qualified investment entity, or partnership),
enter the name of the estate, trust, or entity.
Line 4d. Enter the EIN of the estate, trust,
or entity.
Line 5. Enter the address you want the IRS
to use for purposes of returning the
withholding certificate.
Line 6a. Enter the year as a four-digit
number (for example, “2013”).
Line 6c. “Associated personal property”
means property (for example, furniture) sold
with a building. See Regulations section
1.897-1.
Line 6d. Check “Other” if the property was
used for both personal and rental use and
attach an explanation.
Line 6f. Enter the address and description
of the property (for example, “10-story,
100-unit luxury apartment building”). For a
real estate holding corporation interest
transferred, enter the class or type and
amount of the interest (for example,
“10,000 shares Class A Preferred Stock
XYZ Corporation”). You may attach
additional sheets. Be sure to include your
name and TIN on each sheet you attach.
Line 6g. A U.S. income tax return includes
Forms 1040NR, and 1120-F.
Line 7a. If you checked 7a, attach:
1. A brief description of the transfer,
2. A summary of the law,
3. Facts supporting the claim of
exemption or nonrecognition,
4. Evidence that the transferor has no
unsatisfied withholding liability, and
5. The most recent assessed value for
state or local property tax purposes of the
interest to be transferred, or other estimate
of its fair market value. You need not submit
supporting evidence of the value of the
property.
A nonresident alien or foreign
corporation must also attach a statement
of the adjusted basis of the property
immediately before the distribution or
transfer.
Line 7b. If you checked 7b, attach a
calculation of the maximum tax that can be
imposed on the disposition. You must also
include a statement signed by the transferor
under penalties of perjury that the
calculation and all supporting evidence is
true and correct to the best knowledge of
the transferor.
The calculation of the maximum tax that
can be imposed must include:
1. Evidence of the amount to be realized
by the transferor, such as a copy of the
signed contract of transfer;

2. Evidence of the adjusted basis of the
property, such as closing statements, invoices
for improvements, and depreciation
schedules, or if no depreciation schedules are
submitted, a statement of the nature of the
use of the property and why depreciation was
not allowed;
3. Amounts to be recaptured for
depreciation, investment credit, or other
items subject to recapture;
4. The maximum capital gain and/or ordinary
income tax rates applicable to the transfer;
5. The tentative tax owed; and
6. Evidence showing the amount of any
increase or reduction of tax to which the
transferor is subject, including any
reduction to which the transferor is entitled
under a U.S. income tax treaty.
If you have a net operating loss, see Rev.
Proc. 2000-35, section 4.06, for special
rules about the maximum tax calculation.
If the purchase price includes personal
property not subject to tax under section
897, for the calculation of maximum tax, the
transferor must also include a statement
listing each such item of personal property
transferred and the fair market value
attributable to each item. The fair market
value claimed should be supported by an
independent appraisal or other similar
documentation.
Line 7c. If you checked 7c, see Installment
sales, earlier.
Line 8. You must provide a calculation of
the transferor’s unsatisfied withholding
liability or evidence that it does not exist.
This liability is the amount of any tax the
transferor was required to, but did not,
withhold and pay over under section 1445
when the U.S. real property interest now
being transferred was acquired, or upon a
prior acquisition. The transferor’s
unsatisfied withholding liability is included
in the calculation of maximum tax liability
so that it can be satisfied by the
withholding on the current transfer.
Evidence that there is no unsatisfied
withholding liability includes any of the
following:
1. Evidence that the transferor acquired
the subject or prior real property interest
before 1985;
2. A copy of Form 8288 filed and proof of
payment;
3. A copy of a withholding certificate
issued by the IRS plus a copy of Form
8288 and proof of payment of any amount
required by that certificate;
4. A copy of the nonforeign certificate
furnished by the person from whom the
U.S. real property interest was acquired
(the certificate must be executed at the
time of acquisition);
5. Evidence that the transferor purchased
the subject or prior real property interest for
$300,000 or less and a statement, signed
by the transferor under penalties of perjury,
that the transferor purchased the property
for use as a residence within the meaning of
Regulations section 1.1445-2(d)(1);

6. Evidence that the person from whom the
transferor acquired the subject or prior U.S. real
property interest fully paid any tax imposed on
that transaction under section 897;
7. A copy of a notice of nonrecognition
treatment provided to the transferor under
Regulations section 1.1445-2(d)(2) by the
person from whom the transferor acquired
the subject or prior U.S. real property
interest; or
8. A statement, signed by the transferor
under penalties of perjury, explaining why
the transferor was not required to withhold
under section 1445(a) with regard to the
transferor’s acquisition of the subject or
prior real property interest.
Line 9a. If the transaction is subject to
withholding under section 1445(e), check
the box to indicate which provision of
section 1445(e) applies.
Line 9b. Indicate whether the applicant is
the taxpayer or the person required to
withhold, and in what capacity that person
is required to withhold.
Signature. The application must be signed by
an individual, a responsible corporate officer, a
general partner of a partnership, or a trustee,
executor, or other fiduciary of a trust or estate.
The application may also be signed by an
authorized agent with a power of attorney.
Form 2848, Power of Attorney and Declaration
of Representative, can be used for this
purpose.
Privacy Act and Paperwork Reduction Act
Notice. We ask for the information on this
form to carry out the Internal Revenue laws
of the United States. Section 1445 generally
imposes a withholding obligation on the
buyer or other transferee (withholding agent)
when a U.S. real property interest is
acquired from a foreign person. Section
1445 also imposes a withholding obligation
on certain foreign and domestic
corporations, qualified investment entities,
and the fiduciary of certain trusts and
estates. This form is used to apply for a
withholding certificate to reduce or eliminate
withholding on dispositions of U.S. real
property interests by foreign persons if
certain conditions apply.
You are required to provide this
information. Section 6109 requires you to
provide your identification number. We
need this information to ensure that you are
complying with the Internal Revenue laws
and to allow us to figure and collect the
right amount of tax. Failure to provide this
information in a timely manner, or providing
false information, may subject you to
penalties. Routine uses of this information
include giving it to the Department of
Justice for civil and criminal litigation, and
to cities, states, the District of Columbia,
and to U.S. commonwealths and
possessions for use in the administration of
their tax laws. We may also disclose this
information to other countries under a tax
treaty, to federal and state agencies to
enforce federal nontax criminal laws, or to
federal law enforcement and intelligence
agencies to combat terrorism.

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Form 8288-B (Rev. 2-2016)

You are not required to provide the
information requested on a form that is
subject to the Paperwork Reduction Act
unless the form displays a valid OMB
control number. Books or records relating
to a form or its instructions must be
retained as long as their contents may
become material in the administration of
any Internal Revenue law. Generally, tax
returns and return information are
confidential, as required by section 6103.

The time needed to complete and file this
form will vary depending on individual
circumstances. The estimated average time is:
Recordkeeping . . . . . 2 hr., 4 min.
Learning about the
law or the form . . . . . 2 hr., 7 min.
Preparing the form . . . 1 hr., 7 min.
Copying, assembling,
and sending the form
to the IRS
. . . . . . . 20 min.

If you have comments concerning the
accuracy of these time estimates or
suggestions for making this form simpler,
we would be happy to hear from you. You
can send your comments to the Internal
Revenue Service, Tax Forms and
Publications, SE:W:CAR:MP:TFP, 1111
Constitution Ave. NW, IR-6526,
Washington, DC 20224. Do not send this
form to this office. Instead, see Where to
send applications for a withholding
certificate, earlier.