|JONES LANG LASALLE INC filed this Form S-1/A on 07/11/1997|
Non-United States Holder were a United States person for federal income tax
purposes. A Non-United States Holder may claim exemption from withholding under
the effectively connected income exception by filing Internal Revenue Service
Form 4224 (Exemption From Withholding of Tax on Income Effectively Connected
With the Conduct of a Trade or Business in the United States) each year with
the Company or its paying agent prior to the payment of the dividends for such
year. The Proposed Regulations would replace Form 4224 with Form W-8.
Effectively connected dividends received by a corporate Non-United States
Holder may be subject to additional "branch profits tax" at a rate of 30% (or
such lower rate as may be specified by an applicable tax treaty) of such
corporate Non-United States Holder's effectively connected earnings and
profits, subject to certain adjustments.
A Non-United States Holder eligible for a reduced rate of United States
withholding tax pursuant to a tax treaty may obtain a refund of any excess
amounts withheld by filing an appropriate claim for refund with the United
States Internal Revenue Service ("IRS").
GAIN ON DISPOSITION OF COMMON STOCK
A Non-United States Holder generally will not be subject to United States
federal income tax with respect to gain realized upon the sale or other
disposition of Common Stock unless (i) such gain is effectively connected with
a United States trade or business of the Non-United States Holder; (ii) the
Non-United States Holder is an individual who holds the Common Stock as a
capital asset, is present in the United States for a period or periods
aggregating 183 days or more during the taxable year in which such sale or
disposition occurs, and certain other conditions are met; or (iii) the Company
is or has been a "United States real property holding corporation" for federal
income tax purposes at any time within the shorter of the five-year period
preceding such disposition or such holder's holding period and certain other
conditions are met. The Company has determined that it is not and has never
been, and the Company does not believe that it will become, a "United States
real property holding corporation" for federal income tax purposes. Non-United
States Holders should consult applicable tax treaties, which might result in
United States federal income tax treatment on the sale or other disposition of
Common Stock different than as described above.
BACKUP WITHHOLDING AND INFORMATION REPORTING
Generally, the Company must report to the IRS the amount of dividends paid,
the name and address of the recipient, and the amount, if any, of tax withheld.
A similar report is sent to the holder. Pursuant to tax treaties or other
agreements, the IRS may make its reports available to tax authorities in the
recipient's country of residence.
Unless the Company has actual knowledge that a holder is a Non-United States
Holder, dividends paid to a holder at an address within the United States may
be subject to backup withholding at a rate of 31% if the holder is not an
"exempt recipient" as defined in Treasury Regulations (which includes
corporations) and fails to provide a correct taxpayer identification number and
other information to the Company. Backup withholding will generally not apply
to dividends paid to holders at an address outside the United States (unless
the Company has knowledge that the holder is a United States person).
Proceeds from the disposition of Common Stock by a Non-United States Holder
effected by or through a United States office of a broker will be subject to
information reporting and to backup withholding at a rate of 31% of the gross
proceeds unless such Non-United States Holder certifies under penalties of
perjury as to, among other things, its address and status as a Non-United
States Holder or otherwise establishes an exemption. Generally, United States
information reporting and backup withholding will not apply to a payment of
disposition proceeds if the transaction is effected outside the United States
by or through a non-United States office of a broker. However, if such broker
is, for United States federal income tax purposes, a United States person, a
"controlled foreign corporation," or a foreign person which derives 50% or more
of its gross income for certain
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