Guide · Compliance
Form 5472, explained. Who files, when, and what it costs to get wrong.
If a non-US person owns your US single-member LLC, you almost certainly have to file Form 5472 with a pro forma Form 1120 every year, even with no profit, no US tax and no activity. It is an information return about transactions between you and your company, not a tax return.
The distinction that costs the most money
Who actually has to file. It is not about profit.
The obligation follows from having a reportable transaction with a related party, not from earning anything.
| Your entity | Form 5472? |
|---|---|
| Foreign-owned single-member US LLC, treated as a disregarded entity | Yes, on a pro forma Form 1120 with Form 5472 attached |
| US corporation at least 25% foreign-owned, with a reportable transaction | Yes |
| LLC that elected to be taxed as a corporation, at least 25% foreign-owned | Yes, under the corporate rules |
| Multi-member LLC taxed as a partnership | No Form 5472. Partnership filings apply instead, Form 1065 and Schedules K-1 |
| Entity owned entirely by US persons | No |
A foreign-owned single-member LLC has no income tax return of its own, and that is precisely why the pro forma return exists.
What counts as a reportable transaction. Wider than most founders expect.
The first two are the ones that catch a company with no revenue at all.
- →Money you put in. Capital contributions from the owner.
- →Money you take out. Distributions and withdrawals.
- →Formation and state fees you paid personally on the company's behalf.
- →Loans in either direction between you and the company.
- →Rent, royalties, interest and service payments with a related party.
- →Sales and purchases of property with a related party.
“I had no revenue” is not an answer
What you file, and how. It is not e-filed.
| Item | Detail |
|---|---|
| What you file | A pro forma Form 1120 with Form 5472 attached |
| Marked | "Foreign-owned U.S. DE" across the top of the 1120 |
| Due | The due date of that Form 1120, including extensions |
| Extension | Form 7004 |
| How | Fax or mail. This return is not e-filed. |
| Keep | Records supporting every reportable amount you report |
Confirm the current fax number and mailing address in the year’s own instructions before sending. They have changed before.
What it costs to miss. And what it keeps costing.
The penalty is assessed for filing late, filing incorrectly, or not filing at all. It is not scaled to your revenue, and it applies to a company that earned nothing.
It does not stop there. Once the IRS notifies you and the failure continues, a further penalty accrues, which is how a single missed year becomes a number that ends a small company.
Where this page stops. Three questions it will not answer.
A generic answer to any of these would be worth less than nothing, because each one turns entirely on your own facts.
Whether you owe US income tax
A different question, decided by the effectively-connected-income rules and your own facts: what you do, where you do it, and who acts for you in the US. This page does not answer it and no page should answer it generically.
Whether a treaty changes your position
Treaty relief is fact-specific and does not remove an information-return obligation. A treaty can affect what you owe. It does not decide what you file.
Whether penalty relief applies to a year you missed
Reasonable-cause relief exists and is situation-specific. Anyone promising automatic abatement is selling something. Take that one to a US CPA or tax attorney with your actual facts.
Questions founders ask. Answered in the open.
Do I file Form 5472 if my LLC made no money?
Usually yes. The obligation follows from having a reportable transaction with a related party, and funding the company or paying its state fees yourself is a reportable transaction. A year with no customers is rarely a year with no reportable transactions.
Do I file if I owe no US tax?
Yes. Owing no tax and having nothing to file are different things. The filing obligation is an information return, and it exists regardless of your tax position.
Can I e-file it?
No. A foreign-owned disregarded entity files the pro forma 1120 with Form 5472 attached by fax or mail. Confirm the current fax number and address in the year's instructions before sending, because they have changed.
When is it due?
By the due date of the Form 1120 it is attached to, including extensions. Form 7004 extends it. An extension to file is not an extension of anything else.
What if I have missed years?
Do not leave it. Establish what was actually required for each year, rebuild the transaction history from records rather than memory, and file the back years with a reasonable-cause statement where one genuinely applies. Get a US CPA or tax attorney on it before you file.
Is a multi-member LLC in scope?
Not for Form 5472. A multi-member LLC taxed as a partnership files Form 1065 with Schedules K-1 instead, and foreign partners bring their own withholding rules. Different form, different problem, still not nothing.
Stop finding out from a penalty letter. Know what you owe before the IRS tells you.
Prolify tracks the federal and state filings a foreign-owned US company owes, and coordinates the ones that need a licensed preparer.