Form 5472 for foreign-owned LLCs
Form 5472 is the IRS's information return for "reportable transactions between a 25%-foreign-owned US corporation (or LLC treated as one) and its foreign related parties." For non-US founders forming a single-member US LLC: you have to file every year, even if the LLC had zero income, owes zero tax, and did nothing all year.
The late-filing penalty is $25,000 per year per form, and most foreign LLC owners only find out when the IRS letter arrives. Filing on time is dramatically cheaper than not knowing the form existed.
Who has to file
You must file Form 5472 if all three are true:
- The LLC is a single-member LLC (disregarded entity by default), or a foreign-owned US corporation
- The LLC has at least one foreign owner who owns 25% or more, OR a foreign person controls the LLC
- The LLC had a "reportable transaction" with a foreign related party during the tax year
The catch is the breadth of what the IRS calls a "reportable transaction": capital contributions, loans, distributions, expense reimbursements between the LLC and the foreign owner. Even a year with no money actually moving qualifies as reportable if you owned the LLC at any point during the year — the existence of the ownership relationship is itself a reportable position. If you're a non-US person and you own a US LLC, assume you have to file.
What you file
Two documents, both filed together:
- Form 5472 — the actual information return (4 pages)
- Pro-forma Form 1120 — the corporate income tax return, even though disregarded LLCs don't normally file 1120. You only fill in name, address, EIN at the top, then leave the rest blank. The 1120 exists as the cover sheet for the 5472.
The IRS specifically requires a paper return mailed (or faxed) to one address — you cannot file electronically. Mail to:
Internal Revenue Service
1973 Rulon White Blvd. M/S 6112
Attn: PIN Unit
Ogden, UT 84201
Or fax to +1 855-887-7737.
The deadline: April 15
Same as personal income tax. April 15 of the year following the tax year. Form 7004 extension extends to October 15 if you need it — file the 7004 by April 15 to get the extension.
If you formed the LLC mid-year (say, August 2026), the first 5472 covers August–December 2026 and is due April 15, 2027. Nothing is due before then.
The penalty: $25,000 minimum, per form, per year
This is the part most foreign LLC owners don't see coming. The IRS penalty for failure to file Form 5472 by the due date:
- $25,000 initial penalty — flat, for failing to file Form 5472 by the due date
- $25,000 per 30-day period — accrues only if the failure continues more than 90 days after the IRS mails a notice of failure, up to no maximum; can compound to $50K, $75K, $100K within months
- Same penalty applies to incomplete or substantially incorrect filings, not just missed filings
The IRS has been aggressively enforcing 5472 penalties since 2018 against foreign LLC owners who never knew they had to file. Penalty abatement is available for first-time filers who file late but with good-faith intent — but you have to file the return and the abatement request within reasonable time. The longer you wait, the harder the abatement.
What goes on the form
Form 5472 asks for:
- Part I — reporting corporation info: name, address, EIN, country of incorporation (US), accounting method, business activity code
- Part II — 25% foreign shareholder info: name, US TIN if any (write "Foreign" if none), country of citizenship, principal country of business, address abroad
- Part III — related party: same info for any foreign-related entity that transacted with the LLC (often the same person filling out Part II)
- Part IV — monetary transactions: total dollar amounts of capital contributions, loans, sales, services, rents, royalties, reimbursements between the LLC and the related foreign party
- Part V — non-monetary or less-than-full-consideration transactions
- Part VI — additional info: cost-sharing arrangements, financial transactions
- Part VIII — 5472 reporting party: who's responsible for filing
For most single-member LLC owners, only Parts I, II, and IV have meaningful data. Parts III, V, VI, and VIII often get zeros or "none."
The pro-forma 1120 part
The Form 1120 is the corporate tax return; foreign-owned single-member LLCs file a stripped-down version solely to attach Form 5472. On the 1120:
- Top of page 1: legal name, address, EIN, date of incorporation
- Box B: check "Initial return" or "Final return" or neither, as appropriate
- Top right: write "Foreign-owned U.S. DE" in the space
- Income, deductions, tax sections: leave blank or write "0"
- Sign and date
Attach Form 5472. Mail or fax both together.
If you don't have an EIN yet
You can't file Form 5472 without an EIN on the LLC. If you formed the LLC but haven't gotten the EIN: file Form SS-4 by fax (4 business days) before the April 15 deadline. Plan ~2 weeks ahead to be safe.
The BOI report (separate, also required)
The Beneficial Ownership Information report under the Corporate Transparency Act was eliminated for US-person-owned LLCs by the FinCEN March 2025 rule. Foreign-owned LLCs still file BOI:
- Due 30 days after formation (initial report) or 30 days after a change in beneficial ownership (update report)
- Filed free at
boiefiling.fincen.gov - Different agency, different form, different deadline from Form 5472. They are not interchangeable.
State filing fees still apply
The 5472 is federal. Your LLC also owes whatever the state of formation requires:
- Wyoming: $60 annual report by anniversary date
- Delaware: $300 franchise tax by June 1
- New Mexico: $0 ongoing (no annual report, no franchise tax)
For foreign-owned LLCs choosing a formation state, New Mexico's no-annual-report status makes the federal Form 5472 the only ongoing filing — the simplest tax footprint of any state. Delaware is the default many foreign founders pick by name recognition; Wyoming earns its privacy reputation through 50 years of supportive statute and the country's deepest registered-agent market.
Should you DIY or hire a service?
Form 5472 itself is straightforward if you understand the questions. The penalty risk is high enough that most foreign LLC owners outsource:
- Doola bundles 5472 filing with formation in their Total Compliance package ($297–$1,500/year). Specifically targets non-US founders forming US LLCs — they handle 5472, 1120, BOI, state annual reports as one service.
- CPAs specializing in foreign-owned LLCs: $300–$800/year for the 5472 + 1120 filing. Search for "foreign-owned single-member LLC CPA" or "Form 5472 CPA".
- DIY: free, but requires you to download the form, fill it out correctly, and mail it on time. Workable if your transactions are simple (you just contributed capital and took distributions).
If your LLC has complex international transactions (loans, transfer pricing, intercompany services), use a CPA. The 5472 is one of the most-audited information returns and getting it wrong is expensive.
Bottom line
If you're a non-US person who owns a US LLC: file Form 5472 plus a pro-forma 1120 every April 15. The penalty for missing it is $25,000 minimum and compounds at $25,000 per 30 days after the IRS notice. The form takes about an hour for simple transactions; complex international flows are a CPA job.
Frequently asked questions
Who must file Form 5472?
Any US LLC that is 25% or more foreign-owned, with at least one reportable transaction during the tax year. The most common case is a single-member LLC owned by a non-US person — including non-resident aliens, foreign corporations, and foreign partnerships. Multi-member LLCs with significant foreign ownership file Form 5472 only if the LLC has elected corporate tax treatment; otherwise the partnership files Form 1065 separately. The 25% threshold applies to direct or indirect ownership.
What is the penalty for not filing Form 5472?
$25,000 per form for the initial failure. Additional $25,000 penalties accrue every 30 days after the IRS issues a notice and the filer fails to respond. There is no maximum penalty — repeated non-filing can compound into six-figure liability. The IRS assesses the penalty even when the foreign-owned LLC has no US tax due, because Form 5472 is an informational return, not a tax return. Late-filing relief is occasionally available but requires a showing of reasonable cause and is granted at IRS discretion.
Is Form 5472 filed instead of or in addition to a regular tax return?
For a foreign-owned single-member disregarded LLC, Form 5472 is filed together with a pro-forma Form 1120 as a single package. The pro-forma 1120 contains only basic identifying information; it does not calculate US tax. For an LLC that has elected corporate treatment, Form 5472 is filed as an attachment to the regular Form 1120 corporate income tax return. The pro-forma 1120 plus Form 5472 package is due April 15 with an automatic six-month extension available via Form 7004.
What is a reportable transaction for Form 5472 purposes?
Any transaction between the LLC and a related party (a 25%+ foreign owner or another entity in the same controlled group) where money or property changes hands. Common examples: capital contributions from the foreign owner, distributions or loans to the foreign owner, payments between the LLC and the owner's other foreign businesses, reimbursements of expenses. Even small transactions are reportable. A foreign-owned LLC with no transactions during the year still files Form 5472 with zero reportable amounts to document the absence.
Do I file Form 5472 if my foreign-owned LLC had no transactions?
Yes, in most cases. The filing requirement is triggered by being a 25%-foreign-owned reporting corporation regardless of activity level. A foreign-owned LLC with no transactions still files Form 5472 with zeros in the transaction sections, attached to a pro-forma Form 1120 showing zero income. This 'zero-return' filing maintains compliance and avoids the $25,000 penalty for non-filing. Skipping a year because nothing happened is the most common compliance mistake among foreign-owned LLC owners.
Can I file Form 5472 myself or do I need a CPA?
The form itself is technically fillable by the LLC owner — it is six pages with structured fields. In practice, most foreign-owned LLC owners hire a US CPA or enrolled agent for two reasons. First, the pro-forma 1120 attached to Form 5472 requires understanding US corporate tax reporting basics. Second, the $25,000 penalty for an error or omission is severe enough that the cost of a CPA ($300 to $1,000 for an annual 5472 + 1120 filing) is small insurance. Self-filing is reasonable only if the owner has prior US tax-form experience.