Guide

Your Annual US Compliance Calendar as a Non-Resident Owner

Quick answer

Two federal dates and one state date. That is the whole calendar for most foreign-owned single-member LLCs, and missing either kind has a different consequence: the federal one costs money, the state one costs your company's existence.

The federal dates

Obligation Due Extended Miss it
Form 5472 with pro forma 1120 April 15 October 15, on Form 7004 $25,000 then more

That is it, federally, for a foreign-owned single-member LLC treated as a disregarded entity. No corporate return, no annual federal report beyond this.

The penalty is why it matters:

Failing to file Form 5472 when due and in the manner prescribed carries a $25,000 penalty.[1]

And it does not stop there.

If the failure to file Form 5472 continues for more than 90 days after IRS notification, an additional $25,000 penalty applies.[2]

That accrues per related party for each 30-day period or part of one.

Filing is paper only. Fax 855-887-7737 or mail to the special address in Ogden, Utah. There is no e-file path.

The state dates, verified

Three states verified against their own sources.

State Amount Due Late consequence
Delaware $400 annual tax June 1, for the prior calendar year $200 penalty plus 1.5% interest per month on tax and penalty
Wyoming $60 minimum annual report license tax First day of your anniversary month Delinquent after the due month; administratively dissolved sixty days on
California $800 annual tax 15th day of the 4th month of the taxable year Penalties and interest; the tax runs until you cancel the LLC

Delaware has no annual report for LLCs. The tax is the entire obligation.

"The annual tax for a domestic limited liability company shall be due and payable on the first day of June following the close of the calendar year or upon the cancellation of a certificate of formation."

6 Del. C. § 18-1107(c), Delaware Code. Retrieved September 1, 2026.

Delaware's figure moved. House Bill 400, signed May 21, 2026, raised it effective January 1, 2026. Delaware's own tax FAQ page is out of date; the statute and the franchise tax instructions agree with each other.

Wyoming's deadline is the dangerous one, because the consequence is not a fee:

"If the annual report is not filed within sixty (60) days following the due date, the entity will be administratively dissolved."

Wyoming Secretary of State, Business FAQs. California applies on nexus, not formation. A Wyoming LLC doing business in California owes it too:

Every LLC doing business in California or organized in California owes an $800 annual tax, and it keeps falling due even in a year with no trading, until the LLC is cancelled.[3]

Florida and Texas, added September 2, 2026

Florida has two deadlines and only one of them is the one you have heard of.

The annual report is due between January 1 and May 1.

The Florida LLC annual report fee is $138.75 when filed between January 1 and May 1; filing after May 1 adds a $400 late fee.[4]

Filing after May 1 costs considerably more, because Florida adds a flat late charge that lives in a different chapter of its statutes from the fee itself:

Florida adds a flat $400 late charge to an LLC annual report filed after May 1, on top of the report fee itself.[5]

But missing May 1 does not dissolve you. The dissolution deadline is separate and much later:

Florida may administratively dissolve an LLC that has not delivered its annual report by 5:00 p.m. Eastern on the third Friday in September.[6]

Dissolution itself happens on the fourth Friday in September. So Florida gives you an expensive mistake in May and a fatal one in September, and most people only have the first date in their calendar.

Worth knowing at formation too: Florida's headline filing fee is not the real number. The registered agent designation is a required extra line, so the real floor is higher. Both figures are on the reinstatement page.

Texas has no annual report and still has an annual filing.

The franchise tax report is due May 15. Most non-resident-owned LLCs owe nothing, because of the no-tax-due threshold.

The Texas franchise tax no-tax-due threshold is $2,650,000 of annualized total revenue for report years 2026 and 2027.[7]

Note that figure. A lower one was the 2024 and 2025 number and is still republished everywhere as current.

Owing nothing does not mean filing nothing, and this is the trap:

For the 2024 report year and later, a taxable entity whose annualized total revenue is less than or equal to the No Tax Due Threshold is not required to file a No Tax Due Report. However, the entity is required to file Form 05-102, Public Information Report or Form 05-167, Ownership Information Report.

The No Tax Due Report was discontinued for reports due on or after January 1, 2024. The information report was not. A founder who reads "no tax due, no report required" and stops has missed the filing that is still required.

New Mexico, which we still cannot verify

New Mexico remains a gap, and it is a sourcing failure rather than an oversight.

New Mexico publishes no fee schedule on its Secretary of State website. The business services page is a link hub with no LLC page and no fees. The filing portal is an application that shows fees only after you authenticate and begin a filing. The state's own designated statute source is a JavaScript site that refuses automated retrieval.

There is also a claim circulating that New Mexico requires a triennial report. We traced it to a 2023 bill, not to enacted law, and could not confirm whether it passed. Do not act on the common "New Mexico requires no annual report" line or on the triennial claim. If you are formed in New Mexico, call the Business Services Division. We will publish the answer when someone reads the statute directly.

The two failure modes, and why they differ

Federal: you keep your company and you owe money. A missed Form 5472 does not dissolve anything. It creates a penalty that compounds once the IRS notices.

State: you lose your company. Administrative dissolution means the entity stops being in good standing, and the effects arrive indirectly, through your bank and payment processors re-running their checks. Founders usually discover it when Stripe pauses payouts rather than when the state acts.

The state deadline is the one to automate, because the notice goes to your registered agent rather than to you.

Setting this up so it does not depend on you remembering

The day you form: put the state deadline in a calendar with a 30-day warning. For Wyoming that is your anniversary month; for Delaware, June 1.

The day you open the bank account: start categorizing transactions. The April 15 filing needs a year of reportable-transaction data, and reconstructing it in March is where first-year filings go wrong.

Every January: confirm your registered agent is paid and current. A lapsed agent produces the same dissolution as a missed report, and you will not be told.

Every March: decide whether you are filing by April 15 or extending to October 15. Deciding in April is deciding late.

Questions people actually ask

What do I actually file each year federally? Form 5472 attached to a pro forma Form 1120, on paper, by April 15. That is the whole federal annual obligation for a foreign-owned single-member LLC treated as a disregarded entity.

Which Delaware figure is right? The statutory one. It changed effective January 1, 2026 and Delaware's own FAQ page has not caught up. The statute is what governs.

What happens if I miss the Wyoming annual report? Administrative dissolution not long after the due date, on the timetable on the Wyoming page. Not a fine. The company stops being in good standing and your bank and processors find out before you do.

I'm formed in Wyoming but sell to Californians. Do I owe California? Possibly. California's annual tax attaches to doing business there, not to where you formed. Whether your facts create nexus is worth paying a California practitioner to answer.

Can I extend the federal filing? Yes, an automatic six-month extension on Form 7004, moving April 15 to October 15.

Sources

Claim Source
Form 5472 penalty and filing manner IRS, Instructions for Form 5472
Delaware $400 and June 1 6 Del. C. § 18-1107, Delaware Code; Franchise Tax Instructions
Wyoming $60 and 60-day dissolution Wyoming Secretary of State FAQs
California $800 and its trigger California FTB
Florida annual report, late charge and dissolution dates 2026 Florida Statutes ch. 605 and s. 607.193
Texas franchise tax threshold and information report Texas Comptroller
New Mexico Not verified. No public fee schedule exists

Sources

  1. [1]Internal Revenue Service, Instructions for Form 5472 (12/2024)A penalty of $25,000 will be assessed on any reporting corporation that fails to file Form 5472 when due and in the manner prescribed. (retrieved )
  2. [2]Internal Revenue Service, Instructions for Form 5472 (12/2024)If the failure continues for more than 90 days after notification by the IRS, an additional penalty of $25,000 will apply. (retrieved )
  3. [3]California Franchise Tax Board, Limited liability companyEvery LLC that is doing business or organized in California must pay an annual tax of $800. (retrieved )
  4. [4]Florida Department of State, Division of Corporations, File Annual ReportThe fee to file a limited liability company annual report is $138.75 if filed between January 1st and May 1st. After May 1st the limited liability company will be subject to a $400 late fee. (retrieved )
  5. [5]2026 Florida Statutes, s. 607.193(2)(b)a late charge of $400 shall be imposed if the supplemental corporate fee is remitted after May 1 (retrieved )
  6. [6]2026 Florida Statutes, s. 605.0714(1)(a)The department may dissolve a limited liability company administratively if the company does not: (a) Deliver its annual report to the department by 5:00 p.m. Eastern Time on the third Friday in September of each year; (retrieved )
  7. [7]Texas Comptroller of Public AccountsNo Tax Due Threshold | $2,650,000 (retrieved )

Related

Last updated: September 2, 2026.

Next step

Get the company formed, and the calendar that keeps it alive.

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