GlossaryUS

What is a responsible party?

Responsible party (Form SS-4)

Short answer

The responsible party is the person named on Form SS-4 who ultimately owns or controls the entity, or exercises ultimate effective control over it. The IRS requires an individual, not an entity.

Explained

The responsible party’s tax number (SSN or ITIN) goes on the form. If they have neither and are not eligible for one, “foreign” is entered, so a company owner who lives outside the US can still be the responsible party.

Nominees acting with limited authority during formation must not be listed as the responsible party. If the responsible party changes, the change must be reported on Form 8822-B no later than 60 days after it happens.

Good to know

  • The responsible party must be an individual (government entities follow a separate rule).
  • A change of responsible party does not require a new EIN; it is reported to the IRS.
  • Only one EIN can be issued per responsible party per day.

This page is general information, not legal or tax advice. Rules change; check the official source for the latest position or talk to us.

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