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If you are a non-US person who owns a single-member LLC in the United States, you have an annual IRS filing obligation that catches more foreign founders off guard than any other rule: Form 5472, filed together with a pro-forma Form 1120. It is due April 15 each year (extendable to October 15), it applies even if your LLC earned nothing and owes no US tax, and the penalty for missing it starts at $25,000 per year.
This guide covers who must file, what exactly gets submitted, the deadlines, how to complete and send the forms (fax or mail only — there is no e-file option), and the mistakes that trigger penalties.
Your obligation starts the day your LLC exists. Whether you formed it yourself or through a formation service like Registered Agents Inc, the annual compliance described below is yours to handle — so it pays to understand it before your first April 15 arrives.
Table of Contents
- What Is Form 5472?
- Who Must File Form 5472
- Who Does Not Have to File
- What About Multi-Member LLCs and C-Corps?
- What You Actually File: Form 5472 Plus a Pro-Forma Form 1120
- Due Dates and the October Extension
- What Information Form 5472 Reports
- Reportable Transactions, Explained With Examples
- Step-by-Step: How to Complete and Submit
- DIY vs CPA: What It Costs
- The $25,000 Penalty and Reasonable-Cause Relief
- Common Mistakes That Trigger Penalties
- FAQ
- Conclusion
What Is Form 5472?
Form 5472, Information Return of a 25% Foreign-Owned U.S. Corporation or a Foreign Corporation Engaged in a U.S. Trade or Business, is an IRS information return under Internal Revenue Code section 6038A. Its job is transparency: it tells the IRS who owns a US entity and what money moved between that entity and its foreign owner and other related parties during the year.
For decades, a single-member LLC was a “disregarded entity” (DE) — invisible for federal income tax purposes — and a foreign-owned one had no annual federal filing at all. That changed with Treasury Decision 9796 in December 2016. For tax years beginning on or after January 1, 2017, a foreign-owned US disregarded entity is treated as a corporation solely for section 6038A reporting purposes. It still pays no corporate income tax, but it must report like one.
Two consequences follow:
- The IRS now wants a Form 5472 from essentially every wholly foreign-owned single-member LLC, every year.
- Because a disregarded entity has no income tax return to attach the form to, the IRS requires a pro-forma Form 1120 as a cover sheet — explained below.
Form 5472 is not a tax bill. Nothing on it computes tax you owe. It is a disclosure — and the IRS enforces it with one of the harshest information-return penalties in the tax code.
Who Must File Form 5472
You must file if all of the following are true:
- Your LLC is organized in the United States (any state).
- It has a single member (or is otherwise a disregarded entity) and has not elected to be taxed as a corporation.
- That member is a foreign person — a non-US individual, or a foreign company or entity. It does not matter that the LLC itself is domestic; foreign ownership is what counts.
- The LLC had at least one reportable transaction during the tax year (defined below — and nearly every real LLC has one).
Note what is not on that list: revenue, profit, US customers, employees, or a US bank account. A brand-new LLC that only received its owner’s startup funding and paid its formation bill already has reportable transactions.
The IRS instructions contain a narrow exception: no filing is required if the LLC had no reportable transactions of the types listed in Parts IV, V, and VI of the form. For a foreign-owned disregarded entity, Part V specifically captures formation, contributions, and distributions — so an LLC untouched by its owner all year is rare in practice. If your owner wired in any money, paid any LLC expense personally, or took any money out, assume you must file.
Who Does Not Have to File
- US-owned single-member LLCs. If the sole member is a US citizen, resident, or US entity, the disregarded entity files nothing at the federal level (the owner reports on their own return). No Form 5472.
- Entities that had genuinely zero reportable transactions (see the exception above) — uncommon, and worth confirming with a professional before relying on it.
- Foreign corporations with no US trade or business and no US entity — outside this regime entirely.
What About Multi-Member LLCs and C-Corps?
This guide is about single-member disregarded entities. Two nearby structures work differently:
- Multi-member LLCs are taxed as partnerships by default. They file Form 1065 (the US partnership return) and issue Schedule K-1s; Form 5472 does not attach to a partnership return. Foreign partners bring their own withholding and reporting rules (for example, sections 1445/1446 and Schedules K-2/K-3), so do not assume a second owner makes life simpler — it changes the filing, it does not remove it.
- An LLC that elected C-corporation taxation (via Form 8832) files a real Form 1120 and pays corporate tax. If it is 25% or more foreign-owned, Form 5472 attaches to that real Form 1120 instead of a pro-forma one, and the regular corporate filing channels (including e-file) apply.
What You Actually File: Form 5472 Plus a Pro-Forma Form 1120
A foreign-owned disregarded entity files two documents together:
- Form 5472 — the actual information return, completed in full.
- A pro-forma Form 1120 — a mostly blank corporate return used purely as a cover/transmittal sheet. Per the IRS instructions, the only entries required on it are the LLC’s name and address and items B and E on the first page (item B is the EIN; item E is total assets). You do not complete the income, deductions, or tax lines.
Across the top of the Form 1120, write: “Foreign-owned U.S. DE”. This tells IRS processing staff exactly what the package is.
The LLC must have an EIN before filing — the pro-forma 1120 cannot be completed without one. If you formed the LLC but never obtained an EIN (common for foreign owners who had no US bank account at formation), apply with Form SS-4 first; foreign applicants without an SSN or ITIN apply by fax or mail.
The entity’s tax year is the same year its owner uses for US tax filing, or the calendar year if the owner has none — which covers most foreign owners.
Due Dates and the October Extension
- Original due date: April 15 following the tax year (for calendar-year LLCs) — the same as the Form 1120 due date. If April 15 falls on a weekend or federal holiday, the deadline moves to the next business day.
- Extension: file Form 7004 by April 15 to get an automatic six-month extension to October 15. Two easy-to-miss details:
- Write “Foreign-owned U.S. DE” across the top of Form 7004 and enter the Form 1120 code on Part I, line 1.
- Form 7004 itself must go to the same dedicated fax number or mailing address as the main filing (below) — not the regular Form 7004 address, and not e-filed.
- An extension moves the filing deadline only. Because a pro-forma filer usually owes no tax, the practical risk is not interest — it is simply forgetting that October ever arrives.
What Information Form 5472 Reports
Form 5472 is organized into parts. For a typical foreign-owned single-member LLC, you will deal with these:
- Part I — Reporting Corporation. The LLC’s name, EIN, US address, total assets, principal business activity, and the total value of foreign related-party transactions for the year.
- Part II — Direct 25% Foreign Shareholder. You, the owner: name, foreign address, country, and your identifying number (foreign tax ID, if any).
- Part III — Other 25% Foreign Shareholder. For indirect or ultimate owners up the chain; a simple one-owner LLC usually leaves this blank.
- Part IV — Monetary Transactions. Money that moved between the LLC and a foreign related party for monetary consideration: sales, services, rents, royalties, commissions, premiums, interest paid and received, amounts borrowed and loaned, and similar lines.
- Part V — Transactions of a Foreign-Owned U.S. DE. The disregarded-entity part: amounts paid or received in connection with the LLC’s formation, dissolution, acquisition, or disposition, including contributions to and distributions from the LLC, described on an attached statement.
- Part VI — Nonmonetary Transactions. Exchanges where money was not the sole consideration (property, free services, use of assets) — described on an attached schedule with estimated values.
- Part VII — Additional Information. Yes/no questions on topics such as hybrid arrangements and related-party loans. Every filer completes it; for a simple LLC most answers are “No.”
Parts VIII (cost sharing) and IX (base erosion payments) exist for large corporate groups and almost never apply to a one-person LLC.
All amounts are reported in US dollars — convert foreign-currency movements at appropriate exchange rates and keep your workings.
Reportable Transactions, Explained With Examples
Money between you and your LLC is invisible for income tax (that is what “disregarded” means) — but for Form 5472, those same movements are exactly what must be reported. Common examples:
- You wire $10,000 from your personal foreign bank account to the LLC to fund it. → A capital contribution (Part V). This alone triggers the filing.
- You pay the LLC’s formation fee, registered agent bill, or software subscription from your personal card. → Money paid on the LLC’s behalf in connection with its formation or operations — reportable (Part V; some items also fit Part IV lines).
- The LLC transfers $3,000 back to you. → A distribution (Part V).
- You lend the LLC money, or the LLC holds money it owes you. → Amounts borrowed and loaned, plus interest if any (Part IV).
- The LLC pays you for consulting or services. → Service/compensation amounts (Part IV) — and a sign you should talk to a tax advisor about your wider situation.
- You let the LLC use property you own, free of charge. → A nonmonetary transaction (Part VI).
The pattern to remember: if value crossed the line between you and your company in either direction, it probably belongs on the form.
Step-by-Step: How to Complete and Submit
Step 1 — Confirm the basics exist. You need the LLC’s exact legal name (as the IRS knows it), its EIN, and a transaction list for the year (the LLC’s bank statements, plus a list of anything you paid personally for the LLC). If the LLC was never properly formed or has no EIN, fix that first — formation with a service such as Registered Agents Inc at $100 + state fee, followed by a Form SS-4 EIN application, gives you the clean name-and-EIN pair this filing depends on.
Step 2 — Download the current forms. Get Form 5472, Form 1120, and (if needed) Form 7004 from IRS.gov. Use the versions for the tax year you are filing.
Step 3 — Complete Form 5472. Part I (LLC details and total assets — this should match the pro-forma Form 1120), Part II (your details as the foreign owner), Part IV totals for monetary transactions, the Part V checkbox plus an attached statement describing formation, contribution, and distribution amounts, Part VI if anything nonmonetary occurred, and Part VII’s questions.
Step 4 — Complete the pro-forma Form 1120. Name, address, item B (EIN), item E (total assets). Write “Foreign-owned U.S. DE” across the top. Sign and date the signature block (typically the member signs).
Step 5 — Assemble the package. Form 1120 on top, Form 5472 attached behind it.
Step 6 — Submit by fax or mail — never e-file. Foreign-owned disregarded entities cannot e-file Form 5472. Send the package to the IRS’s dedicated channel:
- Fax (300 DPI or higher): 855-887-7737
- Mail: Internal Revenue Service, 1973 Rulon White Blvd, M/S 6112 Attn: PIN Unit, Ogden, UT 84201
Do not use the normal Form 1120 mailing address from the 1120 instructions — the dedicated Ogden PIN Unit address above is the required one.
Step 7 — Keep proof and keep records. The IRS sends nothing back. Save the fax transmission confirmation or certified-mail receipt with your filed copies, and keep the underlying books (bank statements, contribution and distribution records) — the record-keeping rules under section 6038A carry their own penalty exposure alongside the form itself.
DIY vs CPA: What It Costs
Doing it yourself costs nothing but time, and for a simple LLC — one owner, a handful of owner transfers, clean bank statements — a careful DIY filing is realistic using the IRS instructions. The risk is precision: the IRS treats a substantially incomplete Form 5472 as a failure to file, so “mostly filled in” is not a safe harbor.
A cross-border CPA or specialist firm experienced with foreign-owned LLCs will typically prepare and submit the package for a fee in the low hundreds of dollars and up, depending on the firm, your country, and how many transactions (or missing years) are involved — get two or three quotes rather than assuming a price. Professional help is money well spent if you have multiple years outstanding, loans or service payments between you and the LLC, related companies in the picture, or any doubt about the numbers. Note that a CPA cannot e-file this package either — they use the same fax/mail channel, so you are paying for accuracy and judgment, not a magic submission portal.
The $25,000 Penalty and Reasonable-Cause Relief
The penalty structure (per the IRS instructions) is severe:
- $25,000 for failing to file Form 5472 on time and in the prescribed manner — per form, per year. A substantially incomplete form counts as a failure to file, and the same penalty covers failing to maintain the required records.
- If the failure continues more than 90 days after the IRS notifies you, an additional $25,000 applies for each 30-day period (or part of one) that it continues — the instructions state no cap.
- Until you file, the affected tax year generally remains open to IRS examination, and criminal penalties for willful failures exist on top of the civil fines.
Reasonable-cause relief is the safety valve. The IRS can waive the penalty where the failure was due to reasonable cause and not willful neglect. In practice, the strongest position is filing the delinquent returns before the IRS contacts you, accompanied by a clear written statement explaining why you missed them (for example, you relied on incorrect advice, or genuinely did not know the disregarded-entity rule existed) and showing that you acted promptly once you learned. This is fact-specific, never guaranteed, and becomes far harder after an IRS notice arrives — which is why professionals push late filers to move first. If you have unfiled years, treat it as urgent but fixable, and get experienced help with the catch-up filing and the reasonable-cause statement.
Common Mistakes That Trigger Penalties
- “No income, no filing.” The single most expensive assumption. Contributions and formation payments are reportable even with zero revenue.
- Sending Form 5472 alone. Without the pro-forma Form 1120 cover sheet, the filing is not made in the prescribed manner.
- Using the regular Form 1120 address. This package must go to the dedicated Ogden PIN Unit address (or the dedicated fax), not the address in the standard 1120 instructions.
- Trying to e-file — including the extension. Neither this Form 5472 package nor the DE’s Form 7004 can go through regular e-file channels.
- Forgetting earlier years. The obligation began with tax years starting in 2017. Discovering the rule late does not erase open years.
- Name and EIN mismatches. The LLC name on the forms must match the name attached to the EIN in IRS records. A mismatch (abbreviations, punctuation differences, an old name) invites processing problems and correspondence you do not want.
- Missing the extension mechanics. Form 7004 must be filed by April 15, marked “Foreign-owned U.S. DE,” with the Form 1120 code on line 1 — an unmarked or misaddressed 7004 may not protect you.
- Throwing away proof. No IRS acknowledgment is issued; your fax confirmation or mail receipt is your only evidence of timely filing.
FAQ
My LLC earned no money last year. Do I still file Form 5472?
Almost certainly yes. Income is irrelevant to this form — reportable transactions are what matter, and funding the LLC, paying its bills personally, or moving money in or out all count. Only an LLC with literally no transactions of the types in Parts IV, V, and VI falls under the IRS’s no-filing exception, which is rare for a real business.
Does Form 5472 mean I owe US tax?
No. It is an information return, and the pro-forma Form 1120 computes no tax. A foreign-owned single-member LLC with no US-source income typically owes no federal income tax — but owing no tax has never removed the filing obligation, and the $25,000 penalty applies regardless.
Can I e-file Form 5472 for my LLC?
No. Foreign-owned disregarded entities must file on paper: fax to 855-887-7737 (300 DPI or higher) or mail to the dedicated Ogden, UT address (M/S 6112, Attn: PIN Unit). Keep your transmission or mailing proof.
I missed one or more years. What should I do?
File the delinquent Form 5472 packages as soon as possible — before the IRS contacts you — and attach a reasonable-cause statement explaining the miss. The additional $25,000 penalties only start accumulating after IRS notification, so filing first materially improves your position. For multiple missing years, a professional experienced in foreign-owned LLC catch-up filings is strongly advisable.
Do multi-member LLCs or US owners file this form?
No. A multi-member LLC is normally taxed as a partnership and files Form 1065 instead; a single-member LLC owned by a US person files nothing at the entity level. Form 5472’s pro-forma regime targets disregarded entities wholly owned by a foreign person (and, on real corporate returns, 25%-foreign-owned corporations).
Why does my LLC need an EIN if I have no employees?
The EIN is the entity’s IRS identity number and is required on both the pro-forma Form 1120 (item B) and Form 5472. “Employer” in the name is historical — any foreign-owned LLC filing Form 5472 needs one, employees or not.
Conclusion
Form 5472 is the compliance item that turns a cheap, simple US LLC into an expensive problem for foreign owners who never hear about it: an April 15 deadline (October 15 with Form 7004), a fax-or-mail-only package of Form 5472 plus a pro-forma Form 1120 marked “Foreign-owned U.S. DE,” and a $25,000-per-year penalty for getting it wrong — even when no tax is due. The good news is that for a straightforward single-member LLC, the filing itself is very manageable once it is on your annual calendar.
If you are still at the starting line, form the LLC cleanly so the name, EIN, and records line up from day one: Registered Agents Inc handles business formation for $100 + state fee, including state filing and a year of registered agent service. Then diarize April 15, keep every record of money moving between you and your LLC, and file on time, every year.
This article is general educational information, not legal or tax advice. Form 5472 penalties are fact-specific and cross-border situations vary widely — consult a qualified cross-border tax professional about your own circumstances, especially if you have unfiled years.

