What Form 5472 is
Form 5472, "Information Return of a 25% Foreign-Owned U.S. Corporation or a Foreign Corporation Engaged in a U.S. Trade or Business", tells the IRS what money and property moved between a US company and its foreign owners or related parties. It is not a tax bill. A foreign-owned LLC with no US tax to pay can still owe this filing, and the penalty for missing it is far larger than most founders expect.
The current instructions are the Instructions for Form 5472 (Rev. December 2024), and the IRS About Form 5472 page lists no recent developments.
Who must file Form 5472
A "reporting corporation" must file. The instructions define it as either a 25% foreign-owned US corporation, including a foreign-owned US disregarded entity (DE), or a foreign corporation engaged in a trade or business within the United States.
- 25% foreign-owned US corporation: a US corporation with at least one direct or indirect 25% foreign shareholder at any time during the tax year. A foreign person is a 25% foreign shareholder if they own at least 25% of the total voting power or the total value of all classes of stock.
- Foreign-owned US disregarded entity: a US single-member LLC wholly owned by a foreign person. Since 2017 the IRS treats it as a separate corporation for the limited purposes of section 6038A, which is why a single-member LLC files a corporate information return at all.
- Foreign corporation with a US trade or business.
A separate Form 5472 is filed for each foreign or US related party with which the reporting corporation had a reportable transaction. An LLC owned by one person abroad usually files one form a year.
A US LLC owned by a US person is not foreign owned and does not file. An LLC with two or more members is a partnership by default rather than a corporation or disregarded entity, so it falls outside these definitions unless it elects to be taxed as a corporation. If you are deciding between an LLC and a corporation, see LLC vs C corp.
Reportable transactions
A reportable transaction is money or property moving between the reporting corporation and a related party, such as its foreign owner. Payments from unrelated customers are not reportable on Form 5472. The form itself groups them into three parts.
Part IV: monetary transactions with a foreign related party
- Sales and purchases of stock in trade (inventory)
- Sales and purchases of tangible property other than inventory
- Platform contribution and cost sharing transaction payments
- Rents and royalties, and sales, leases or licenses of intangible property rights
- Payments for technical, managerial, engineering, construction, scientific or similar services
- Commissions
- Amounts borrowed and amounts loaned
- Interest received and paid
- Insurance or reinsurance premiums, and loan guarantee fees
- Other amounts received and paid
Part V: transactions of a foreign-owned US DE
For a disregarded entity, the instructions add any other transaction not already in Part IV, including "amounts paid or received in connection with the formation, dissolution, acquisition, and disposition of the entity, including contributions to, and distributions from, the entity." This is the part that catches most single-member LLCs: the owner paying the state fee, putting money in or taking profits out are all reportable.
Part VI: nonmonetary and less-than-full-consideration transactions
Transfers of property, rights or services for no payment or less than full value are reported here, with a reasonable estimate of fair market value.
The instructions list an exception: no Form 5472 is required if the reporting corporation had no reportable transactions of the types in Parts IV and VI and, for a foreign-owned DE, Part V. In the first year this almost never applies, because someone paid to form the LLC. In a later year it applies only if truly nothing moved between you and the LLC. If you are unsure, get the year reviewed before deciding not to file.
Form 5472 due dates, including tax year 2025
Form 5472 is due with the reporting corporation's income tax return. For a foreign-owned LLC that means the due date of the pro forma Form 1120: the 15th day of the 4th month after the tax year ends, which is 15 April for a calendar year. Form 7004 gives an automatic extension, generally six months, to 15 October. Form 7004 must be filed by the original due date.
| Tax year (calendar) | Original due date | Form 7004 must be filed by | Extended due date |
|---|---|---|---|
| 2025 | 15 April 2026 | 15 April 2026 | 15 October 2026 |
| 2026 | 15 April 2027 | 15 April 2027 | 15 October 2027 |
If you filed Form 7004 for the 2025 tax year, your Form 5472 is due by 15 October 2026. If you did not file either form by 15 April 2026, the 2025 return is already late; see the penalty relief section below. A fiscal-year company counts from its own year-end. All federal dates for LLCs are collected in our LLC tax filing deadlines guide.
How to file: fax or mail, not e-file
A foreign-owned US DE files Form 5472 on paper. The instructions give two routes:
- Fax (300 DPI or higher) to 855-887-7737.
- Mail to Internal Revenue Service, 1973 Rulon White Blvd, M/S 6112, Attn: PIN Unit, Ogden, UT 84201.
The form goes attached to a pro forma Form 1120. On it you complete only the name and address of the LLC and items B (the EIN) and E on the first page, and write "Foreign-owned U.S. DE" across the top. Other reporting corporations attach Form 5472 to their full income tax return and file it with that return, electronically where the return is e-filed.
Why a disregarded entity cannot e-file
The instructions say it plainly: "If you are a foreign-owned U.S. DE, you cannot file Form 5472 electronically." They give no reason. In practice, the pro forma 1120 is not a full income tax return (it carries only the name, address and two items), and the IRS routes these filings to a dedicated unit in Ogden by fax or mail instead. Keep the fax confirmation or the mailing receipt with your records as proof of filing.
Our Form 5472 filing service page explains what we prepare and what we need from you.
Form 5472 penalties
The IRS says you may be subject to a penalty of $25,000 for each failure to file a complete and correct Form 5472 by the due date. If the IRS mails a notice and you do not file within 90 days, an additional $25,000 continuation penalty may apply for each 30-day period after the 90 days, and the instructions set no cap on the total. The instructions add that criminal penalties under sections 7203, 7206 and 7207 may apply in some cases.
The penalty applies per form, so an LLC that missed three years could face three separate $25,000 penalties. Because the penalty covers failure to file a complete and correct form, an incomplete form, for example one without the owner's details in Part II, can also be penalized.
Penalty relief and reasonable cause
Relief is possible but never automatic. The IRS says it may be able to remove or reduce some penalties if you acted in good faith and can show reasonable cause, for example that you acted responsibly before and after the failure and had significant reasons, or that the failure resulted from circumstances beyond your control.
- Not yet contacted by the IRS: the delinquent international information return procedures are for taxpayers who are not under a civil examination or criminal investigation and have not already been contacted by the IRS. You may attach a reasonable cause statement to each late return.
- Already received a notice: check that the notice is correct and follow its instructions and deadline. A late-filing penalty on an international information return is a situation where a tax professional, such as a CPA, enrolled agent or attorney, is worth paying for.
We can prepare and submit late returns, but we do not give tax advice or represent clients before the IRS, and we cannot promise any penalty outcome.
Records to keep
The instructions require a reporting corporation to keep the permanent books of account or records required by section 6001, sufficient to establish the correctness of its return, including records relevant to transactions with related parties. For a small foreign-owned LLC, that practically means:
- State formation receipt and registered agent invoices, and who paid them
- Bank and payment account statements for the full year
- A record of each transfer from you to the LLC (contributions and loans) and from the LLC to you (distributions and repayments)
- Any agreement between you and the LLC, such as a loan or service agreement
- Your foreign tax identification number, used in Part II, or the reference ID you choose
- The filed forms and the fax confirmation or mailing proof
How we handle the documents you upload is explained on our security page.
Worked example: first-year LLC with formation costs paid by the owner
Amara lives in Nigeria. In March 2026 she forms a Wyoming LLC and pays everything from her personal card. The figures below are illustrative apart from the state fee.
- Wyoming filing fee: $100, plus the $2.40 online card fee
- Registered agent, first year: $150 (illustrative)
- In May she transfers $2,000 from her personal account to the LLC's account to cover software and advertising.
- From June to December the LLC invoices clients in Europe for $18,000. These are unrelated customers.
- In December she transfers $6,000 from the LLC to herself.
What goes on the 2026 Form 5472:
| Transaction | Reportable? | Where | Amount |
|---|---|---|---|
| Formation costs paid by Amara ($102.40 + $150) | Yes, paid in connection with the formation of the entity | Part V | $252.40 |
| Transfer into the LLC | Yes, a contribution to the entity | Part V | $2,000 |
| Transfer out to Amara | Yes, a distribution from the entity | Part V | $6,000 |
| Client payments | No, the clients are not related parties | Not on Form 5472 | n/a |
The LLC files Form 5472 with a pro forma Form 1120 for the 2026 tax year by 15 April 2027, or files Form 7004 by that date and then the forms by 15 October 2027. Part I shows the LLC and its EIN, Part II shows Amara as the direct and ultimate foreign owner with her Nigerian tax ID, and Part III shows her as the related party. Whether Amara owes US income tax on the $18,000 is a separate question from this filing; see our US LLC for non-residents guide.
If this matches your situation, our filing team can prepare and submit it for you.
Doing it yourself vs using a filing service
You can prepare Form 5472 and the pro forma 1120 yourself and fax them for free. The risks are in the detail: missing a Part V transaction, leaving Part II incomplete, or using an old fax number or address. Our service adds preparation from your bank records, a check against the current instructions, submission by fax with proof of transmission, tracking in your portal and reminders for next year. For recurring years, the US annual compliance plan bundles Form 5472 with your state filing and registered agent renewal.
Sources
- IRS: Instructions for Form 5472 (Rev. December 2024)
- IRS: About Form 5472
- IRS: Form 5472 (Rev. December 2023)
- IRS: Instructions for Form 1120
- IRS: Instructions for Form 7004
- IRS: International information reporting penalties
- IRS: Delinquent international information return submission procedures
- Wyoming Secretary of State: Business Division fee schedule
- Wyoming Secretary of State: Online registration instructions
Fees, deadlines and rules on this page were last checked on 27 September 2026.