Who must file
The IRS Instructions for Form 5472 define a reporting corporation as either a 25% foreign-owned US corporation, including a foreign-owned US disregarded entity (DE), or a foreign corporation engaged in a US trade or business. A foreign-owned US DE is a domestic disregarded entity wholly owned by a foreign person. For limited purposes under section 6038A, the IRS treats it as a corporation. Generally a reporting corporation must file if it had a reportable transaction with a foreign or domestic related party during the tax year. The instructions list which transactions count and which exceptions exist.
In plain terms: a single-member LLC owned by a person or company outside the US is usually a foreign-owned US DE. Whether you had a reportable transaction in a given year is a fact question for a CPA or enrolled agent.
What you file
A foreign-owned US DE files a pro forma Form 1120 with Form 5472 attached. On the Form 1120 the only information required is the entity's name and address and items B and E on page 1. The entity uses its owner's US tax year or, if none, the calendar year. The entity needs an EIN to file. See EIN without an SSN.
Due date
File Form 5472 by the due date, including extensions, of the Form 1120. The Form 1120 instructions say a calendar-year corporation's return is due on April 15 of the following year, which moves to the next business day if it falls on a weekend or holiday. A foreign-owned US DE requests an extension with Form 7004 by the regular due date, entering code 1120 on Part I, line 1, and writing "Foreign-owned U.S. DE" across the top. Check the Instructions for Form 7004 for the length of the extension.
Where to send it
Foreign-owned US DEs use a dedicated address rather than the one in the Form 1120 instructions:
- Fax (300 DPI or higher) to 855-887-7737, or
- Mail to Internal Revenue Service, 1973 Rulon White Blvd, M/S 6112, Attn: PIN Unit, Ogden, UT 84201.
A foreign-owned US DE cannot file Form 5472 electronically. Always confirm the current address in the instructions before sending, since addresses change.
The penalty
The IRS instructions say a $25,000 penalty is assessed on a reporting corporation that fails to file Form 5472 on time or in the required manner, and for failing to maintain required records. A substantially incomplete form counts as a failure to file. If the failure continues more than 90 days after the IRS notifies you, an additional $25,000 applies for each related party, for each 30-day period (or part of one) after the 90-day period ends.
What it does not tell you
The form is about reporting, not about whether you owe tax. Whether your LLC or you owe US income tax depends on your facts. Read taxes for foreign owners.
A short checklist
- Confirm the LLC is wholly owned by a foreign person.
- Get an EIN for the LLC.
- Ask a CPA whether you had reportable transactions this year.
- Prepare the pro forma Form 1120 and Form 5472, or have a CPA prepare them.
- Fax or mail them by the due date, or file Form 7004 first.
- Keep copies and the fax confirmation.
We do not prepare tax returns. Talk to a CPA or enrolled agent who works with foreign-owned LLCs.
Next step
Ready to form yours? Start your LLC with Coral Filings and we handle the state filing, the registered agent and the EIN request. Want to compare filing fees first? Open the state fees hub for all 50 states and D.C.
Frequently asked questions
Does every foreign-owned LLC file Form 5472?
Generally a reporting corporation files if it had a reportable transaction with a related party. The IRS instructions define which transactions count. Ask a CPA about your facts.
What is the penalty?
$25,000 for failing to file on time or in the required manner, and for failing to maintain required records, with additional penalties if it continues after IRS notice, per the IRS instructions.
Can I e-file Form 5472 for my LLC?
Not if it is a foreign-owned US disregarded entity. The IRS instructions say to fax or mail it to the dedicated address.
Do I need an ITIN to file?
The entity needs an EIN. The form asks for the owner's US identifying number if any, and a foreign tax number if it has one. Read the instructions for Part II.
Do you file Form 5472 for me?
No. We do not prepare tax returns. Use a CPA or enrolled agent.
This page is general information, not legal or tax advice. For your specific situation, talk to a licensed attorney or CPA.