Form 5472 and Pro Forma Form 1120 for Foreign-Owned LLCs

What the two forms are

Form 5472 is an information return. Its full name is "Information Return of a 25% Foreign-Owned U.S. Corporation or a Foreign Corporation Engaged in a U.S. Trade or Business". It tells the IRS who owns a company and what money or property moved between the company and related parties during the year. It does not calculate a tax bill.

A single-member LLC is normally "disregarded" for income tax: the IRS looks through it to its owner, and the LLC files no income tax return of its own. Since 2017, final regulations treat a US disregarded entity wholly owned by a foreign person as a separate corporation for one limited purpose: the Form 5472 reporting rules in section 6038A (T.D. 9796). Form 5472 is normally attached to a corporation's income tax return. An LLC that has none attaches it to a pro forma Form 1120 instead: a mostly blank corporate return that works as a cover sheet (IRS instructions).

This guide goes through the forms themselves. For the wider picture (state fees, other federal returns, when an LLC has US income tax to pay) read the companion overview, US tax obligations for a foreign-owned LLC.

Who has to file

The IRS calls the filer a reporting corporation. That is either a 25% foreign-owned US corporation, "including a foreign-owned U.S. disregarded entity", or a foreign corporation engaged in a US trade or business (source). A reporting corporation generally files if it had a reportable transaction with a foreign or domestic related party during its tax year.

A foreign person includes an individual who is not a US citizen or resident, and a company or partnership not organised in the United States. "Wholly owned" matters for LLCs: the pro forma route applies to a single-member LLC whose one owner is foreign.

The company needs its own EIN to file. The Form SS-4 instructions name filing Form 5472 as one of the reasons a foreign-owned US disregarded entity uses its own name and EIN, and tell it to write "Foreign-owned U.S. disregarded entity filing Form 5472" as the reason for applying. The IRS issues EINs for free; Registate's EIN support is paid help preparing the application.

What counts as a reportable transaction

A related party includes any direct or indirect 25% foreign shareholder, so for a single-member LLC the foreign owner is a related party. It also includes people and companies related to the LLC or to that owner under the tax code's related-person rules (source). A separate Form 5472 is filed for each related party the company had reportable transactions with.

Part IV: payments in money

Part IV of the form lists money transactions with a foreign related party, received and paid. Examples:

• Sales and purchases of inventory or other tangible property
• Rents, royalties and licences of intangible property such as trademarks
• Fees for technical, managerial or similar services, and commissions
• Amounts borrowed or loaned, and interest received or paid

Part V: the transactions that catch most LLCs

Part V applies only to a foreign-owned US disregarded entity. It covers any other transaction with the owner not already in Part IV, and the instructions list "amounts paid or received in connection with the formation, dissolution, acquisition, and disposition of the entity, including contributions to, and distributions from, the entity" (source). The LLC ticks the Part V box and describes them on an attached statement.

Part VI: non-cash deals

Transactions paid for with something other than money, or for less than full value, go in Part VI with a schedule describing what was exchanged and a reasonable estimate of its value.

Two rules make the numbers easier. Where actual amounts can't be determined, a reasonable estimate is allowed: at least 75% and no more than 125% of the actual amount. And a transaction or series totalling $50,000 or less may be reported as "$50,000 or less". All amounts are stated in US dollars, with a schedule of the exchange rates used (source).

Exceptions, and why most don't fit an LLC

The instructions list six situations in which a reporting corporation doesn't file Form 5472. For a foreign-owned single-member LLC, only the first one can realistically apply (source).

What goes on the pro forma Form 1120

The pro forma return is short on purpose. According to the Form 5472 instructions, the only information required on the Form 1120 is the LLC's name and address and items B and E on the first page (source). In the Form 1120 instructions, item B is the employer identification number and item E is the set of boxes for an initial return, final return, name change or address change. "Foreign-owned U.S. DE" is written across the top.

Form 5472 itself carries the detail. For a foreign-owned LLC, the main parts are:

• Part I, the LLC: name, address, EIN, total assets, business activity and code, and the countries where it does business. Line 3 is a box for foreign-owned US DEs, and line 1j marks the first year it files.
• Part II, the 25% foreign shareholder: for an LLC, the foreign owner, with a foreign tax ID (FTIN) if one exists, and a US number (SSN, ITIN or EIN) or a self-assigned reference ID number where needed.
• Part III, the related party the transactions were with, which all filers complete even when it is the owner already listed in Part II.
• Parts IV to VII: the transactions described above, plus the additional questions every filer answers in Part VII.

The LLC uses the same tax year as its owner uses for US tax purposes or, if the owner has none, the calendar year (source).

Deadlines, extensions and where to send it

Form 5472 is due with the pro forma Form 1120, by that return's due date including extensions. A corporation generally files by the 15th day of the 4th month after its tax year ends, which is April 15 for a calendar year. If that day falls on a weekend or legal holiday, the next business day counts (source).

The extension request goes to the same fax number or Ogden address, not the regular Form 7004 address. An extension gives more time to file; it doesn't change what has to be reported. Processing times are set by the IRS and vary, so keep proof of when and how you sent each form.

Penalties and the records to keep

The penalty section of the instructions is the reason this form gets attention (source):

• $25,000 for failing to file Form 5472 when due and in the manner prescribed.
• Filing a substantially incomplete Form 5472 counts as a failure to file.
• The same $25,000 penalty applies for failing to keep the required records.
• If the failure continues more than 90 days after the IRS notifies the company, a further $25,000 applies for each 30-day period, or part of one, for each related party involved.
• Criminal penalties may also apply for failing to submit information or for false or fraudulent information.

The continuing penalty runs from an IRS notice, so make sure letters sent to the LLC's address actually reach you. A mailbox with scanning is one way to see US mail from abroad.

Records

A reporting corporation must keep permanent books of account that are enough to establish the correctness of its return, including records relevant to transactions with related parties (source). In practice that means keeping, for each year:

• Bank and payment-account statements for the LLC
• A record of each transfer between you and the LLC, with date, amount and purpose (contributions, distributions, loans, expenses paid personally)
• Invoices and agreements for any sales, services or licences between the LLC and you or your other companies
• The exchange rates you used to convert amounts to US dollars
• Copies of every Form 5472, pro forma 1120 and Form 7004, with fax confirmations or mailing receipts

Preparing to file with a tax professional

Registate forms companies and supports EIN applications. It doesn't prepare tax returns such as Form 1120 or Form 5472, so plan this filing with a qualified tax professional. You can make their job quicker by having the basics ready:

1. 1
   Confirm your tax yearUsually the calendar year for an owner with no US filing of their own. The first year runs from formation.
2. 2
   Gather company detailsLegal name, address, EIN and formation date. If the LLC has no EIN yet, it needs one before it can file; see EIN support.
3. 3
   Gather owner detailsYour name, address, country of citizenship and tax residence, and your foreign tax ID if you have one.
4. 4
   List every transaction with youMoney in, money out, costs you paid for the LLC and anything exchanged without payment.
5. 5
   Diary the deadlineMark the Form 1120 due date, and decide early whether you'll need Form 7004 for more time.

Setting up from abroad? The non-resident formation guide covers the order of steps, and forming a US LLC covers state fees and ongoing obligations.

Sources, checked September 2026: IRS Instructions for Form 5472 (Rev. 12/2024), Form 5472 (Rev. 12/2023), Instructions for Form 1120 (2025), Instructions for Form 7004 (Rev. 12/2025), Instructions for Form SS-4 (Rev. 12/2025), T.D. 9796 and IRS.gov/EIN.