EXHIBIT (d)(3)
Department of the Treasury Internal Revenue Service
Instructions for the Requester of Form W-9 (Rev. November 1998)
Request for Taxpayer Identification Number and Certification
SECTION REFERENCES ARE TO THE INTERNAL REVENUE CODE UNLESS OTHERWISE NOTED.
These instructions supplement the instructions on the Form W-9 (Rev. December
1996) for the requester.
CHANGE TO NOTE
ELECTRONIC SUBMISSION OF FORMS W-9.
Requesters may establish a system for payees to submit Forms W-9 electronically,
including by fax. A requester is anyone required to file an information return.
A payee is anyone required to provide a taxpayer identification number (TIN) to
the requester. Generally, the electronic system must --
o Ensure the information received is the information sent, and document all
occasions of user access that result in the submission.
o Make it reasonably certain the person accessing the system and submitting the
form is the person identified on Form W-9.
o Provide you with the same information as the paper Form W-9.
o Require as the final entry in the submission an electronic signature by the
payee whose name is on Form W-9 that authenticates and verifies the
submission.
o Be able to supply a hard copy of the electronic Form W-9 if the Internal
Revenue Service requests it.
NOTE: FOR FORMS W-9 THAT ARE NOT REQUIRED TO BE SIGNED, THE ELECTRONIC SYSTEM
NEED NOT PROVIDE FOR AN ELECTRONIC SIGNATURE OR A PERJURY STATEMENT.
Additional requirements may apply. See Announcement 98-27, 1998-15 I.R.B. 30.
INDIVIDUAL TAXPAYER IDENTIFICATION NUMBER (ITIN)
Form W-9 (or an acceptable substitute) is used by persons required to file
information returns with the IRS to get the payee's correct TIN. For
individuals, the TIN is generally a social security number (SSN).
However, in some cases, individuals who become U.S. resident aliens for
tax purposes are not eligible to obtain an SSN. This includes certain resident
aliens who must receive information returns but who cannot obtain an SSN.
These individuals must apply for an ITIN on Form W-7, Application for IRS
Individual Taxpayer Identification Number, unless they have an application
pending for an SSN. Individuals who have an ITIN must provide it on Form W-9.
SUBSTITUTE FORM W-9
You may develop and use your own Form W-9 (a substitute Form W-9) if its
content is substantially similar to the IRS's official Form W-9 and it satisfies
certain certification requirements.
You may incorporate a substitute Form W-9 into other business forms you
customarily use, such as account signature cards, provided the certifications
that (1) the payee's TIN is correct and (2) the payee is not subject to backup
withholding due to failure to report interest and dividend income, shown on the
official Form W-9, are clearly set forth. You may not:
1. Use a substitute Form W-9 that requires the payee, by signing, to agree
to provisions unrelated to the required certifications: or
2. Imply that a payee may be subject to backup withholding unless the
payee agrees to provisions on the substitute form that are unrelated to the
required certifications.
A substitute Form W-9 that contains a separate signature line just for the
certifications satisfies the requirement that the certifications be clearly set
forth.
If a single signature line is used for the required certifications and
other provisions, the certifications must be highlighted, boxed, printed in
bold-face type, or presented in some other manner that causes the language to
stand out from all other information contained on the substitute form.
Additionally, the following statement must be presented in the same manner as in
the preceding sentence and must appear immediately above the single signature
line: "The Internal Revenue Service does not require your consent to any
provision of this document other than the certifications required to avoid
backup withholding."
If you use a substitute form, the instructions do not have to be furnished
to the payee. The payee only needs to be instructed orally or in writing to
strike out the language of the certification that relates to payee
underreporting, if the payee is subject to backup withholding due to notified
payee underreporting. However, you are encouraged to provide instructions
relevant to the account, especially if the payee requests them.
TIN APPLIED FOR
For interest and dividend payments and certain payments with respect to readily
tradable instruments, If the payee returns a properly completed Form W-9 with
"Applied For" written in Part I (i.e., an "awaiting TIN" certificate), the payee
must give you a TIN within 60 calendar days to avoid backup withholding. You may
use one of the following rules to backup withhold during this 60-day period.
NOTE: THE 60-DAY EXEMPTION FROM BACKUP WITHHOLDING DOES NOT APPLY TO ANY PAYMENT
OTHER THAN INTEREST, DIVIDENDS, AND CERTAIN PAYMENTS MADE WITH RESPECT TO
READILY TRADABLE INSTRUMENTS. THEREFORE, ANY OTHER PAYMENT, SUCH AS NONEMPLOYEE
COMPENSATION, IS SUBJECT TO BACKUP WITHHOLDING EVEN IF THE PAYEE HAS APPLIED FOR
AND IS AWAITING A TIN.
RESERVE RULE.--If a payee withdraws more than $500 at one time during the 60-day
period, you must backup withhold on any reportable payments made during the
period, unless the payee reserves 31% of all reportable payments made to the
account during the period.
ALTERNATIVE RULE (OPTION 1).--You must backup withhold on any reportable
payments if the payee makes a withdrawal from the account after the close of 7
business days after you receive the awaiting-TIN certificate. Treat as
reportable payments all cash withdrawals in an amount up to the reportable
payments made from the day after you receive the awaiting-TIN certificate to the
day of withdrawal.
ALTERNATIVE RULE (OPTION 2).--You must backup withhold on any reportable
payments made to the payee's account, regardless of whether the payee makes any
withdrawals. Backup withholding under this option must begin no later than 7
business days after you receive the awaiting-TIN certificate.
PAYEES EXEMPT FROM BACKUP WITHHOLDING
Even if the payee does not provide TIN in the manner required, you are not
required to backup withhold on any payments you make if the payee is:
1. An organization exempt from tax under section 501(a), an IRA, or a
custodial account under section 403(b)(7), if the account satisfies the
requirements of section 401(f)(2).
2. The United States or any of its agencies or instrumentalities.
3. A state, the District of Columbia, a possession of the United States,
or any of their political subdivisions or instrumentalities.
4. A foreign government or any of its political subdivisions, agencies, or
instrumentalities.
5. An international organization or any of its agencies or
instrumentalities.
OTHER PAYEES THAT MAY BE EXEMPT FROM BACKUP WITHHOLDING INCLUDE:
6. A corporation.
7. A foreign central bank of issue.
8. A dealer in securities or commodities required to register in the
United States, the District of Columbia, or a possession of the United States.
9. A futures commission merchant registered with the Commodity Futures
Trading Commission.
10. A real estate investment trust.
11. An entity registered at all times during the tax year under the
Investment Company Act of 1940.
12. A common trust fund operated by a bank under section 584(a).
13. A financial institution.
14. A middleman known in the investment community as a nominee or who is
listed in the most recent publication of the American Society of Corporate
Secretaries, Inc., Nominee List.
15. A trust exempt from tax under section 664 or described in section
4947.
INTEREST AND DIVIDEND PAYMENTS.--All listed payees are exempt except the payee
in item (9).
BROKER TRANSACTIONS.--All payees listed in items (1) through (13) are exempt. A
person registered under the Investment Advisors Act of 1940 who regularly acts
as a broker is also exempt.
PAYMENTS REPORTABLE UNDER SECTIONS 6041 AND 6041A.
These payments are generally exempt from backup withholding only if made to
payees listed in items (1) through (7). However, the following payments made to
a corporation and reportable on Form 1099-MISC are not exempt from withholding:
o Medical and health care payments.
o Attorneys' fees.
o Payments for services paid by a Federal executive agency.
GROSS PROCEEDS; ATTORNEYS. Reportable gross proceeds paid to attorneys (under
section 6045(f), even if the attorney is a corporation, are not exempt from
backup withholding.
BARTER EXCHANGE TRANSACTIONS AND PATRONAGE DIVIDENDS.
Only payees listed in items (1) through (5) are exempt from backup withholding
on these payments.
PAYMENTS EXEMPT FROM BACKUP WITHHOLDING
Payments that are not subject to information reporting also are not subject to
backup withholding. For details, see sections 6041, 6041A, 6042, 6044, 6045
6049, 6050A, and 6050N, and their regulations.
DIVIDENDS AND PATRONAGE DIVIDENDS that generally are exempt from backup
withholding include:
o Payments to nonresident aliens subject to withholding under section 1441.
o Payments to partnerships not engaged in a trade or business in the United
States and that have at least one nonresident alien partner.
o Payments of patronage dividends not paid in money.
o Payments made by certain foreign organizations.
o Section 404(k) payments made by an ESOP.
INTEREST PAYMENTS that generally are exempt from backup withholding include:
o Payments of interest on obligations issued by individuals. 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. Backup withholding applies to the
reportable payment if the payee has not provided a TIN or has provided an
incorrect TIN.
o Payments of tax-exempt interest (including exempt-interest dividends under
section 852).
o Payments described in section 6049(b)(5) to nonresident aliens.
o Payments on tax-free covenant bonds under section 1451.
o Payments made by certain foreign organizations.
o Mortgage interest paid to you.
OTHER TYPES OF PAYMENTS that generally are exempt from backup withholding
include:
o Wages.
o Distributions from a pension, annuity, profit-sharing or stock bonus plan, or
an IRA.
o Distributions from an owner-employee plan.
o Certain surrenders of life insurance contracts.
o Gambling winnings, if withholding is required under section 3402(q). However,
if withholding is not required under section 3402(q), backup withholding
applies if the payee fails to furnish a TIN.
o Real estate transactions reportable under section 6045(e).
o Canceled debts reportable under section 6050P.
o Distributions from a medical savings account and long-term care benefits.
o Fish purchases for cash reportable under section 6050R.
JOINT FOREIGN PAYEES
If the first payee listed on an account gives you Form W-8, Certificate of
Foreign Status, or a similar statement signed under penalties of perjury, backup
withholding applies unless:
1. Every joint payee provides the statement regarding foreign status; or
2. Any one of the joint payees who has not established foreign status
gives you a TIN.
If any one of the joint payees who has not established foreign status
gives you a TIN, that number is the TIN that must be used for purposes of backup
withholding and information reporting.
NAMES AND TLNS TO USE FOR INFORMATION REPORTING
Show the full name and address as provided on Form W-9 on the information return
filed with the IRS and on the copy furnished to the payee. If you made payments
to more than one payee or the account is in more than one name, enter on the
first name line ONLY the name of the payee whose TIN is shown on the information
return. Show the names of any other individual payees in the area below the
first name line, if desired.
SOLE PROPRIETORS.--You must show the individual's name on the first name line.
On the second name line, you may enter the business name or "doing business as
(DBA)" if provided. You may not enter only the business name. For the TIN, you
may enter either the individual's SSN or the employer identification number
(EIN) of the business. However, the IRS prefers that you show the SSN.
ADDITIONAL INFORMATION
For more information on backup withholding, get PUB. 1679, A Guide to Backup
Withholding, or PUB. 1281, Backup Withholding on Missing and Incorrect
Names/TINs.
NOTICES FROM THE IRS
The IRS will send you a notice if the payee's name and TIN on the information
return you filed do not match the IRS's records. You may have to send a "B"
notice to the payee to solicit another TIN. See Pubs. 1679 and 1281 for copies
of the two types of "B" notices.