Form 8813: Section 1446 Withholding, Due Dates, and Penalties

Form 8813 is the Partnership Withholding Tax Payment Voucher a partnership sends with each quarterly installment of Section 1446(a) withholding tax on income allocated to foreign partners.¹ The voucher itself is short. The work sits upstream of it: figuring out which partners trigger the obligation, calculating each installment, and getting the payment to the IRS on time.

When Your Partnership Has to File Form 8813

A partnership owes Section 1446 withholding whenever it earns income effectively connected with a U.S. trade or business and allocates a share of that income to a foreign partner.² The technical label for that income is effectively connected taxable income, or ECTI: gross income from the U.S. business reduced by deductions properly tied to it. Gain from the sale of U.S. real property interests counts too.

A foreign partner is anyone who is not a U.S. person: nonresident alien individuals, foreign corporations, foreign trusts, and foreign estates. Whether the partner will ultimately owe tax does not matter. Even if treaty benefits or deductions eliminate the partner’s final bill, the partnership still has to withhold and deposit the tax during the year.³ Distributions are irrelevant. Allocation of ECTI triggers the obligation whether cash moves or not.

You identify foreign partners through Form W-8BEN for individuals⁴ and Form W-8BEN-E for entities.⁵ Missing paperwork does not excuse missed withholding. If you know or have reason to know a partner is foreign, withhold.

The $500 Threshold

Quarterly deposits are required only if the partnership’s total Section 1446 tax for the year will reach $500 or more.⁶ Below that, the partnership can pay the full amount with its annual Form 8804 and skip Form 8813 entirely. Most partnerships with active U.S. operations clear $500 quickly.

How Much to Withhold

Apply the applicable rate to each foreign partner’s share of ECTI:

21% on a foreign corporate partner’s share.
37% on a noncorporate foreign partner’s share, including nonresident alien individuals, foreign trusts, and foreign estates.⁷

The 37% figure is a ceiling. If a noncorporate partner’s share consists of income taxed at a preferential rate, such as long-term capital gain, the partnership may withhold at the highest rate that actually applies to that income type, provided it has the documentation to back the lower rate.⁷ For long-term capital gain allocated to an individual foreign partner, that can mean withholding at 20% rather than 37%.

Treaty-exempt income can be excluded from the withholding base when the partner has provided a valid W-8 certification. Form 8804-W is the IRS worksheet for working through each installment calculation and is the practical tool for partnerships with more than a couple of foreign partners or more than one income type.⁶

Reducing Withholding With Form 8804-C

A foreign partner can give the partnership Form 8804-C to certify partner-level deductions or losses that would reduce the Section 1446 tax on their share of ECTI.⁸ If you rely on an 8804-C, attach it to Form 8813 for the first installment period in which you consider the certificate, along with a statement showing how you calculated the reduced tax.⁹ If the IRS later finds the certificate invalid, the partnership owes the underpaid tax.

Due Dates for Each Installment

Installments are due on the 15th day of the 4th, 6th, 9th, and 12th months of the partnership’s tax year. A calendar-year partnership pays on April 15, June 15, September 15, and December 15. A due date that falls on a weekend or federal holiday moves to the next business day.⁶

Each installment reflects the cumulative withholding liability through that point in the year, minus what you have already deposited. You recalculate every quarter based on updated numbers rather than paying a fixed quarter of an annual estimate.

Completing the Voucher

Form 8813 asks for the partnership’s name, address, and Employer Identification Number on Line 1. If you have applied for an EIN but not yet received one, enter the application date instead. Line 2 is the payment amount for this installment.⁹

If you are paying by check or money order, write the EIN, the tax year, and “Form 8813” on the check, and mail the voucher and payment, unstapled, to:

Internal Revenue Service Center
P.O. Box 409101
Ogden, UT 84409¹⁰

Paying Through EFTPS

The IRS accepts Section 1446 deposits electronically through the Electronic Federal Tax Payment System.⁹ A new EFTPS enrollment can take up to five business days to process, so register well before your first installment comes due.¹¹

How Form 8813 Fits With Forms 8804 and 8805

The quarterly 8813 deposits are interim payments. At year-end, the partnership reconciles everything on two annual forms:

Form 8804 reports the partnership’s total Section 1446 liability for the year and transmits all Forms 8805.
Form 8805 is prepared for each foreign partner and shows that partner’s share of ECTI and the withholding credit allocated to them. Copy A goes to the IRS with Form 8804; Copy B goes to the partner, who uses it to claim credit on Form 1040-NR or Form 1120-F.

Forms 8804 and 8805 are filed at the same Ogden address used for Form 8813.¹⁰ The filing deadline is the 15th day of the third month after the close of the partnership’s tax year, so March 15 for a calendar-year partnership. Partnerships that keep their books outside the United States and Puerto Rico get an automatic extension to the 15th day of the sixth month. Form 7004 gives any partnership an automatic extension to file, but not to pay.⁹

Penalties for Missing a Deposit

The partnership itself is primarily liable for Section 1446 tax. If you fail to withhold, the IRS collects from the partnership, not just the partner.² Late deposits trigger a tiered failure-to-deposit penalty:

1 to 5 calendar days late: 2% of the unpaid deposit.
6 to 15 calendar days late: 5%.
More than 15 calendar days late: 10%.
More than 10 days after the first IRS notice, or upon demand for immediate payment: 15%.¹²

Interest also runs on the underpayment from the due date to the payment date. The IRS underpayment rate is 7% for the first quarter of 2026, compounded daily.¹³ Partnerships that underpay quarterly installments can also face a separate underpayment penalty calculated on Schedule A of Form 8804, similar to the estimated tax penalty for individuals and corporations.⁶ Separate penalties also apply for failing to file Form 8804 or furnish Form 8805 to foreign partners.

Requesting Reasonable-Cause Relief

The IRS can waive failure-to-deposit and underpayment penalties when the partnership shows reasonable cause: that the person responsible for the tax used ordinary care but still could not pay on time. Fires, natural disasters, serious illness, and documented electronic payment system failures tend to qualify. Reliance on a preparer, general unfamiliarity with the rules, and ordinary oversight usually do not. Lack of funds by itself is not enough but can support a reasonable-cause argument when combined with facts showing an effort to comply.¹⁴

When Form 8813 Does Not Apply

A few related situations use different forms and procedures.

Section 1446(f) covers a different transaction: when a foreign partner sells or exchanges a partnership interest, the buyer must withhold 10% of the amount realized.² That is a separate regime from the ongoing ECTI withholding on Form 8813.

Publicly traded partnerships under Section 7704 do not use Forms 8804, 8805, or 8813. They withhold from distributions to foreign partners and report on Form 1042 and Form 1042-S instead.¹⁵

Tiered partnerships follow their own rules under Treasury Regulation 1.1446-5. In the common domestic-over-foreign case, a lower-tier partnership does not withhold on the upper-tier partnership’s share even if the upper tier has foreign partners of its own; the upper tier withholds on its foreign partners directly.

1
Internal Revenue Service. About Form 8813, Partnership Withholding Tax Payment Voucher (Section 1446)
2
Internal Revenue Service. Partnership Withholding
3
Internal Revenue Service. Helpful Hints for Partnerships with Foreign Partners – Section: Withholding on Foreign Partners Effectively Connected Taxable Income (ECTI)
4
Internal Revenue Service. Instructions for Form W-8BEN (10/2021)
5
Internal Revenue Service. Instructions for Form W-8BEN-E
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Internal Revenue Service. Instructions for Form 8804-W (WORKSHEET) (2026)
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Internal Revenue Service. Who Must Withhold on Partnership Withholding – Section: Tax Rate
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Internal Revenue Service. About Form 8804-C, Certificate of Partner-Level Items to Reduce Section 1446 Withholding
9
Internal Revenue Service. Instructions for Forms 8804, 8805, and 8813
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Internal Revenue Service. Reporting and Paying Tax on Partnership Withholding – Section: Form 8813
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Internal Revenue Service. EFTPS: The Electronic Federal Tax Payment System
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Internal Revenue Service. Failure to Deposit Penalty – Section: How We Calculate the Penalty
13
Internal Revenue Service. Interest Rates Remain the Same for the First Quarter of 2026
14
Internal Revenue Service. Penalty Relief for Reasonable Cause
15
eCFR. 26 CFR 1.1446-4 – Publicly Traded Partnerships