For foreign-owned US entities
Already formed, and quietly behind. Move the entity before the letter arrives.
If you already have a US LLC and stopped maintaining it, Prolify takes it over: registered agent, state deadlines, catch-up books, and the federal filings a foreign-owned company owes. The entity does not change. What changes is whether anyone is watching it.
- $25,000
- Penalty for a missed Form 5472, for the year it was missed
- +90 days
- After an IRS notice, when the same penalty starts repeating per related party per 30-day period
- $0 revenue
- Still files. The obligation follows a reportable transaction, not income
Nobody neglects a US company on purpose. It happens in three places at once.
Almost nobody neglects a US company on purpose. You form it in a week, the agent renews on a card that later expires, the annual report notice goes to an address you no longer read, and the federal return nobody mentioned at formation was never filed at all. The company still exists. It is just quietly out of compliance in three places at once, and you find out from a penalty letter or a declined bank application.
What a missed filing costs. And what it keeps costing.
A foreign-owned single-member LLC files a pro forma Form 1120 with Form 5472 attached, even in a year with no revenue. Miss it and the penalty is $25,000 for that year.
That is the part most services quote. The part they leave out is what happens next: once the failure runs more than 90 days past an IRS notice, another $25,000 applies per related party per 30-day period. A single missed form has a floor, not a ceiling.
“We made no money” is not an answer
Who this is for. And who should skip it.
This is built for you if
- →You formed through a filing service, an accelerator, or a lawyer who was never going to run the back office afterward.
- →You have never been certain whether you owe Form 5472, or whether the one that was filed was filed correctly.
- →You have skipped one or more state annual reports and do not know what that has put at risk.
- →Your books are a year or more behind, across a payment processor, a bank and a marketplace that do not reconcile to each other.
- →Your registered agent lapsed, or you are not sure who it currently is.
Do not buy this if
- →You have not formed anything yet. Start at formation instead; a takeover of a company that does not exist is not a product.
- →Your company is current, your books are clean, and you have a preparer you like. There is nothing here worth paying for yet.
- →You need someone to sign and file a US tax return.
- →You want the missed years to go away quietly. They do not, and any service implying otherwise is selling you a second problem.
How a takeover runs. In this order, for a reason.
The review comes first because everything after it is quoted off it. The agent moves before the calendar because the agent is the address the state uses to tell you what you missed.
Written status review
Every state the entity touches, its standing in each, and every filing that may apply, in writing. Nothing is quoted before this exists, because until it does nobody knows the size of the job.
Registered agent transferred
Moved and confirmed in writing in every state the entity is registered. This goes first because the agent is where the state sends notice, and a lapsed agent is how good standing is lost without anyone hearing about it.
Operating calendar loaded
The annual report date, the franchise or annual tax, and the federal cycle, with reminders set before anything else moves. Deadlines are tracked from day one rather than at the end of the migration.
Books caught up
As many years back as the situation needs, reconciled across every bank, processor and marketplace. Quoted by transaction volume after the review, not before.
Back-year filings coordinated
Missed years, including the pro forma 1120 with Form 5472, prepared with a licensed tax partner. Some positions need a written representation from a CPA or attorney, and you are told which before anything is filed.
Ongoing operations
State filings, annual tax, bookkeeping and the year-end cycle run on one calendar from that point. This is the part that stops the drift recurring.
What a takeover does, and does not, do. In the same table.
| Area | What Prolify does | What it does not do |
|---|---|---|
| Registered agent | Transfers the agent in every state the entity is registered and confirms it in writing. | Does not retroactively receive mail sent to the old agent. Anything already served is already served. |
| State standing | Establishes current status in each state and quotes the path to bring it current. | Does not promise reinstatement. Most states allow it after back reports and fees; the terms are the state's, and they vary. |
| Bookkeeping | Reconciles back years across accounts and platforms, priced on volume after the review. | Does not estimate the cost before the review, because that number would be invented. |
| Federal filings | Prepares the back-year package and coordinates it with a licensed tax partner. | Does not sign or file your return, and does not make the reasonable-cause argument for you. That is the preparer's to make. |
Takeover starts at $250 (Existing LLC Compliance). Catch-up bookkeeping and back-year filings are quoted on volume after the status review, because any number given before it would be invented. Full pricing at /pricing.
Questions founders ask. Answered in the open.
Does switching to Prolify trigger anything with the IRS or the state?
Switching provider is administrative. The entity, its EIN and its formation date do not change, and no agency is notified of anything except the new registered agent. What moving does not do is make a missed filing unmissed. The backlog comes with you, which is the whole reason the status review runs first.
What if I have missed one or more Form 5472 filings?
Do not sit on it. The penalty is $25,000 for the year, and once the failure runs past 90 days from an IRS notice it compounds per related party per 30-day period. Many situations are recoverable and some need a written reasonable-cause representation through a licensed CPA or attorney. You get the realistic path in writing before anything is filed.
My entity was administratively dissolved. Is it dead?
Usually not. Most states allow reinstatement once the back reports and fees are paid, and some restore good standing as though it had never lapsed. The terms are set by the state, not by Prolify, so the status review establishes where yours actually stands before anyone quotes the path back.
I had no revenue. Do I still owe anything?
Probably yes, and this is where most of the damage happens. A foreign-owned single-member LLC files a pro forma 1120 with Form 5472 regardless of income, and money you put into your own company is itself a reportable transaction. A year with no customers is rarely a year with nothing to report.
How fast can you take over?
The agent transfer and the calendar are typically done within days. Catch-up bookkeeping and back-year filings depend entirely on volume and on how many years are open, so the status review gives you a schedule rather than a slogan.
What does the state itself cost me each year?
It depends where you formed. A Delaware LLC owes a $400 annual tax due on June 1 and files no annual report. Other states invert that. Whatever yours is, it lands on the operating calendar in step three rather than staying a thing you are supposed to remember.
Find out where the entity actually stands. Before someone else tells you.
The status review establishes what is open, in which states, and what it takes to close. Everything else is quoted from that.