Confused about W-9 Line 4 - Do I check "exempt from withholding" for my LLC Partnership?
I'm setting up my small business (a two-person LLC taxed as a partnership) and I'm completely stuck on this W-9 form I need to submit to our main client. I understand most of it, but Line 4 has me totally confused. The form says something about exemptions from backup withholding and FATCA reporting, but I have no idea if this applies to my situation. Do partnerships automatically qualify as exempt from withholding? Or do I leave that part blank? We're a domestic LLC providing consulting services, and this is our first major client who's asking us to fill out tax forms. They're paying us more than $15,000 this year, if that matters. The instructions on the W-9 seem like they're written in another language to me. Anyone dealt with this before? I don't want to mess up our taxes right from the start of our business.
21 comments


Sofia Torres
For Line 4 of the W-9, your LLC partnership is generally NOT automatically exempt from backup withholding. That line is primarily for certain entities like corporations that have specific exemptions. As a partnership, you'd typically leave the "Exempt payee code" field blank unless you qualify for a specific exemption. Most small partnerships don't. The backup withholding would apply if you didn't provide a correct TIN or if you've previously underreported interest or dividends. For the FATCA part (the second box on Line 4), that's generally only relevant for foreign accounts and entities subject to international reporting requirements. For a domestic LLC partnership providing consulting services to domestic clients, you can almost certainly leave the FATCA exemption code blank as well.
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Dylan Wright
•Thanks for explaining! So if I understand correctly, I should just leave both fields blank on Line 4? The form doesn't actually have separate boxes, just a single line that says "Exemptions (codes apply only to certain entities, not individuals; see instructions on page 3):
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Sofia Torres
•Yes, that's correct - you should leave Line 4 completely blank for your LLC partnership. The form has one line but it's asking for two possible codes separated by a slash - the exempt payee code (first) and the FATCA exemption code (second). Since your business is a domestic LLC partnership providing services to domestic clients, neither exemption would typically apply to you. Leaving it blank is the proper approach in your situation. Make sure you complete all the other required sections like your business name, tax classification (check the "Partnership" box), and of course your TIN/EIN.
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GalacticGuardian
When I started my construction company (LLC partnership), I was so confused by this exact same issue! I spent hours researching and eventually found taxr.ai (https://taxr.ai) which helped me analyze my specific situation. Their document analysis tool looked at my LLC operating agreement and confirmed I should leave Line 4 blank as a partnership. It also explained why corporations are exempt from backup withholding (they use code "2") but partnerships aren't. Apparently there are like 13 different exemption codes but most small businesses don't qualify for any of them. The tool walks you through each line of the W-9 and explains what applies to your specific entity type. Saved me from making a stupid mistake that might have caused problems with my clients.
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Dmitry Smirnov
•Does this actually work for more complicated situations? My LLC is domestic but I have foreign partners and I've been told I need to deal with withholding for them separately.
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Ava Rodriguez
•I'm skeptical about these kinds of services. How does it know what applies to your business specifically? Couldn't you just get this info from the IRS website for free?
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GalacticGuardian
•Yes, it absolutely works for more complex situations. The system will ask about foreign partners and explain the withholding requirements for foreign partners in a partnership. It would explain that you might need to file forms 8804, 8805, and 8813 for foreign partner withholding, which is different from backup withholding on the W-9. For your skepticism, it's not just generic info. It analyzes your specific documents and business structure. Sure, all this info exists on the IRS website, but good luck finding it and understanding how it applies to your specific situation. The IRS instructions are like 20 pages of technical language. This just gives you direct answers based on your actual business details.
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Dmitry Smirnov
I was the one asking about foreign partners above, and I decided to try taxr.ai after that conversation. Holy crap, it was actually super helpful! It walked me through exactly what forms I needed for my LLC with foreign investors (turns out I need to file forms 8804 and 8805 annually plus do quarterly 8813 filings). For the W-9 question specifically, it confirmed I should leave Line 4 blank but explained how this connects to my withholding obligations for foreign partners (completely separate process). Also learned about form W-8BEN-E which I need to get FROM my foreign partners. Really clear explanations without the typical IRS jargon. Worth checking out if you're confused about entity tax stuff.
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Miguel Diaz
After spending 4 HOURS on hold with the IRS trying to get clarification about W-9 exemptions for my partnership, I finally found Claimyr (https://claimyr.com). They got me connected to an actual IRS agent in about 20 minutes instead of waiting all day. The IRS rep confirmed that partnerships generally don't claim exemption from backup withholding on Line 4 of W-9 unless they qualify for a specific exemption code. She also explained that if I do everything correctly (provide accurate TIN, report all income properly), backup withholding won't apply anyway. Check out their demo at https://youtu.be/_kiP6q8DX5c if you're tired of waiting on hold forever. Definitely better than listening to that horrible hold music for half your day.
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Zainab Ahmed
•How exactly does this work? Seems weird that some service could get you through faster than just calling directly. Doesn't everyone have to wait in the same queue?
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Connor Gallagher
•I call BS on this. No way you're getting through to the IRS in 20 minutes during tax season. I've literally had to wait 3+ hours multiple times this year.
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Miguel Diaz
•It uses a system that monitors the IRS phone lines and calls repeatedly until it finds an opening, then it calls you to connect. They have technology that navigates the IRS phone tree automatically. You just tell them what department you need, and they handle the waiting and navigating. Totally understand the skepticism - I felt the same way. But after being on hold for hours myself, I was desperate. It does actually work. The IRS doesn't have a "special line" for them - they're just persistent with their calling system and know the best times to get through. They call hundreds of times if needed until they get an agent, so you don't have to sit there trying over and over.
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Connor Gallagher
Had to come back and eat my words. After being skeptical about Claimyr in my comment above, I decided to try it this morning because I was desperate to resolve a payroll tax issue for my business. It actually connected me to an IRS agent in about 15 minutes! The agent confirmed exactly what others said about the W-9 Line 4 for partnerships - we generally leave it blank unless we qualify for a specific exemption code (most don't). Got my payroll tax question resolved AND learned about the W-9 stuff. Would have spent half my day on hold otherwise. Sorry for being a jerk before - this service actually works.
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AstroAlpha
Just wanted to add something important about W-9s that no one mentioned. Remember that incorrectly filled out W-9s can trigger backup withholding of 24% of payments even if you would otherwise be exempt. Make sure you: 1) Include the correct TIN (your EIN for the partnership) 2) Check the correct tax classification box (partnership for you) 3) Sign and date the form Leaving Line 4 blank is correct for most partnerships, but messing up these other parts could cause your client to withhold 24% of your payments.
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Yara Khoury
•Do you know if there's a way to check if you've been subject to backup withholding? I'm worried one of my clients might be doing this because my last payment seemed smaller than expected.
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AstroAlpha
•You can check by looking at your 1099s at the end of the year. If Box 4 on any 1099-NEC or 1099-MISC shows an amount for "Federal income tax withheld," that means backup withholding was applied. If you suspect it's happening now, contact your client directly and ask if they're applying backup withholding to your payments. If they are, you'll need to provide them with a new, correctly completed W-9. You'd also want to find out why they're withholding - it could be they have an incorrect TIN for you or received a B notice from the IRS requiring them to withhold. If backup withholding has been applied incorrectly, you'll get credit for those withholdings when you file your tax return, but it's better to fix it sooner so you're not short on cash throughout the year.
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Keisha Taylor
A lot of people miss that line 4 exemption codes are PER PAYMENT TYPE. Your partnership might have to withhold for some types of payments but not others! For example, interest payments might be exempt while service payments aren't. Most partners think its a simple yes/no for the whole business but its more complicated.
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Paolo Longo
•This isn't entirely accurate. The exemption codes on the W-9 are based on entity type, not payment type. A corporation (Code 2) is exempt from backup withholding regardless of payment type (with a few exceptions like medical payments). The payment type matters for determining if backup withholding could apply in the first place, but the exemption codes themselves are based on what type of entity you are.
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Keisha Taylor
•Sorry, I think I confused backup withholding with regular withholding requirements. You're right that the exemption codes relate to the entity type rather than payment type. I was thinking of the different rules for when backup withholding applies in the first place - like for interest, dividends, rents, etc. versus services. But once you determine if backup withholding could apply, then the exemption is based on entity type as you said.
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Julia Hall
Just wanted to share my experience as someone who went through this exact same confusion last year. I'm an accountant and I still had to double-check the W-9 instructions for my own LLC partnership! The key thing to remember is that Line 4 exemptions are really only for specific entity types like corporations, tax-exempt organizations, and certain government entities. As a domestic LLC partnership providing consulting services, you definitely should leave Line 4 blank. One tip that might help: when you submit the W-9 to your client, consider including a brief note that you've left Line 4 blank because your partnership doesn't qualify for any exemptions. This can prevent follow-up questions from their accounting department about whether you "forgot" to fill it out. Also, make sure you're using your EIN (not SSN) in the TIN field since you're operating as a partnership. And double-check that you selected "Partnership" in the tax classification section - I've seen people accidentally check "LLC" thinking that's more specific, but the IRS wants to know how you're taxed, not just your legal structure. The good news is once you get this first W-9 right, you can use it as a template for other clients who request the same form!
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Emma Davis
•This is really helpful advice, especially the tip about including a note with the W-9! I never would have thought of that but it makes total sense - accounting departments probably do wonder if people just forgot to fill out that line. Quick question: you mentioned using the EIN instead of SSN for partnerships. What if we haven't gotten our EIN yet? We just formed the LLC last month and are still waiting for the paperwork to go through. Can we submit a W-9 with our SSN temporarily, or should we wait until we get the EIN? Also, when you say "use it as a template" - do W-9s expire or need to be updated regularly, or is it a one-time thing per client relationship?
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