TL;DR: The application for an EIN, the nine-digit US tax ID a fund, blocker or holding company needs before it can open a bank account, file a return or claim treaty benefits.

What it is. The form the IRS uses to issue an Employer Identification Number (EIN): a business's tax ID, like a Social Security number for an entity. Despite the name, you don't need employees to need one. Almost every new vehicle in a fund structure gets one: the fund itself, parallel funds and feeders, the GP, blockers, and US holding companies for deals.

Who has to file. Any entity that will file a US tax return or information return, pay or withhold US tax, or open a US bank or brokerage account: partnerships (1065 filers), corporations (1120 and 1120-F filers), trusts, and LLCs with more than one owner or with employees. Foreign entities often need one too, for example to file a 1120-F, claim treaty benefits, or be named on a W-8BEN-E or 8805. The application has to name a responsible party: a real person who controls the entity.

When it's due. There's no annual deadline: apply before the entity's first return, payment or bank account, and get a new EIN when the entity changes in certain ways (for example, a partnership that converts to a corporation). Entities based in the US can apply online and get the number straight away; foreign entities apply by fax, mail or phone, which takes longer. If the responsible party changes later, the entity tells the IRS on Form 8822-B within 60 days.

How Form SS-4 worksA new fund vehicle files Form SS-4 before its first return or bank account and receives a nine-digit EIN from the IRS.New entityfund, GP, blockerForm SS-4before first returnor bank accountIRS issuesa 9-digit EIN
Step one for every new vehicle in the structure chart.

Worked example

A sponsor launches Fund III with a Delaware main fund, a Cayman feeder, a GP entity and a US blocker. Before the first close, each one files Form SS-4. The three US entities apply online and get their EINs the same day; the Cayman feeder applies by fax and waits for its number before the fund admin can set it up for US reporting.

Where you'll see it: Fund formation checklists, opening bank accounts for new deal entities, and filling in the tax ID box on every other form on this page.

Code: IRC § 6109; Treas. Reg. § 301.6109-1; Instructions for Form SS-4 · Related: Form 1065, Form 1120, Form W-8BEN-E, Blocker

See all 53 terms in the glossary

This glossary is general information, simplified for learning. It is not tax, legal or investment advice, and real structures turn on facts and documents not shown here.