Form 5472 and Pro Forma 1120: How Foreign Owners File for a US Single-Member LLC
This is general information, not legal, tax, financial, medical or security advice. Rules and prices change, so confirm details with the official sources linked below or a qualified professional.
If you own 100% of a US LLC and you aren't a US person, the IRS treats that LLC as a corporation for one purpose: reporting transactions with you. Each year it must file a pro forma Form 1120 with Form 5472 attached, by April 15 for a calendar-year LLC. You can't e-file it, you fax or mail it to a dedicated IRS unit, and missing it costs $25,000.
This is general information, not legal/tax/financial advice. US international tax rules are complex; use a qualified US tax professional for your actual return.
Key takeaways
- Who: any US disregarded entity (usually a single-member LLC) wholly owned by a foreign person.
- What: pro forma Form 1120 (name, address, items B and E only) with Form 5472 attached.
- When: the 15th day of the 4th month after year-end, which is April 15 for calendar years. Form 7004 gives an extension.
- How: fax to 855-887-7737 or mail to the IRS PIN Unit in Ogden, Utah. No e-filing.
- Penalty: $25,000 for failure to file or for a substantially incomplete form, plus further $25,000 penalties if the failure continues after IRS notice.
Why a "tax-free" LLC still files
A single-member LLC is normally disregarded for US income tax, meaning its income flows to the owner. Since 2017, IRS regulations treat a foreign-owned US disregarded entity as a corporation for the limited purposes of section 6038A. That's the rule that makes 25%-foreign-owned corporations report transactions with related parties. The IRS wants visibility into money moving between the LLC and its foreign owner.
This filing is an information return. Whether you owe US income tax is a separate question. It depends on whether your income is effectively connected with a US trade or business. Talk to a US tax professional about that. Filing Form 5472 doesn't answer it either way.
What counts as a reportable transaction
For a foreign-owned disregarded entity, reportable transactions include:
- Part IV monetary transactions with the foreign related party: sales, services, rents, royalties, loans, interest and other amounts paid or received.
- Part V transactions, which apply only to foreign-owned DEs. These are amounts paid or received in connection with the formation, dissolution, acquisition and disposition of the entity, including contributions to and distributions from it.
In practice, paying the formation fee from your personal card, transferring money to the LLC's account, or withdrawing profits to your personal account are all reportable. That's why "I had no income" rarely means "I don't need to file".
The IRS lets you report amounts of $50,000 or less as "$50,000 or less", and accepts reasonable estimates within 75%–125% of the actual figure when exact amounts can't be determined.
Step-by-step: preparing the filing
1. Gather your records
- EIN and legal name exactly as the IRS has them
- Formation date and state
- Bank and payment statements for the year
- A ledger of every transfer between you and the LLC (contributions, distributions, payments either way)
- Your foreign tax ID (for example, your national tax number)
2. Complete the pro forma Form 1120
Only these items are required:
- Name and address of the LLC
- Item B: the EIN
- Item E: the date incorporated (formation date)
Write "Foreign-owned U.S. DE" across the top of the form.
3. Complete Form 5472
| Part | What to enter for a typical single-member LLC |
|---|---|
| Part I – Reporting corporation | LLC name, address, EIN, total assets, principal business activity and code, countries where business is conducted. Check line 1j if it's the first year. Check line 3 (foreign-owned U.S. DE). |
| Part II – 25% foreign shareholder | Your details as the owner: name, address, US ID number if any, otherwise a reference ID number, plus your FTIN (or "None"), country of citizenship and tax residence |
| Part III – Related party | Your details again. All filers must complete Part III even if the person is already in Part II |
| Part IV – Monetary transactions | Amounts paid and received with you during the year, in US dollars, with a schedule of exchange rates used |
| Part V – Foreign-owned DE transactions | Check the box and attach a statement describing contributions, distributions and formation-related payments |
| Part VI | Non-monetary or less-than-full-consideration transactions, if any |
| Part VII | Additional information questions. All reporting corporations must complete it |
Which lines apply varies. Read the official instructions alongside the form.
4. The reference ID number
If you have no SSN or ITIN, create a reference ID number: letters and numbers only, no spaces or special characters, up to 50 characters. Use the same number every year. You don't apply to the IRS for it.
5. Send it
- Fax: 855-887-7737, at 300 DPI or higher
- Mail: Internal Revenue Service, 1973 Rulon White Blvd, M/S 6112, Attn: PIN Unit, Ogden, UT 84201
Don't use the regular Form 1120 addresses. Keep the fax confirmation or courier receipt.
6. Need more time? File Form 7004
File Form 7004 by the original due date, write "Foreign-owned U.S. DE" across the top, enter the Form 1120 code on Part I line 1, and send it to the same fax number or address. Form 7004 extends the time to file, as described in the IRS instructions and Publication 509.
Deadlines at a glance
| Item | Calendar-year LLC |
|---|---|
| Pro forma 1120 + Form 5472 | April 15 |
| Form 7004 extension request | By April 15 |
| Extended deadline | Six months later (see IRS Pub. 509 for Form 7004) |
| First filing | For the year your LLC was formed, if it had reportable transactions |
If April 15 falls on a weekend or holiday, the due date moves to the next business day.
Records you must keep
The IRS requires reporting corporations to keep books and records good enough to establish the correctness of the return, including records of related-party transactions. Failing to maintain records can itself trigger the $25,000 penalty. At a minimum, keep:
- Bank and payment-platform statements
- Invoices you issued and received
- A contribution and distribution log
- The exchange rates you used
A simple monthly spreadsheet saves you a lot of reconstruction work every April.
Common mistakes
- Skipping the first year because "the LLC didn't do anything". Formation costs and your initial funding are Part V transactions.
- E-filing through consumer software. It isn't allowed for foreign-owned DEs.
- Sending to the wrong address. The dedicated Ogden PIN Unit address or fax is required.
- Leaving the FTIN blank. Enter the number, or "None"/"N/A" if you don't have one.
- Changing the reference ID every year. It must stay consistent.
- Mixing personal and business money so badly that totals can't be reconstructed.
From experience: The founders who handle 5472 painlessly are the ones who decide on day one that every transfer between them and the LLC gets a line in a shared sheet: date, amount, direction, reason. It takes thirty seconds per transfer and turns the annual filing into a copy-paste job.
Illustrative example
This is a hypothetical example to show what gets reported, not a real case. Suppose a non-resident forms a Wyoming single-member LLC in March, pays the formation and agent fees from a personal card, transfers $3,000 into the LLC's account to cover software subscriptions, invoices clients through the LLC during the year, and withdraws profits to a personal account in November and December.
For that year, the filing would typically show:
- Part I: the LLC's details, first-year box checked, line 3 checked as a foreign-owned U.S. DE
- Parts II and III: the owner's details, with a reference ID and FTIN (or "None")
- Part V: box checked, with a statement listing the formation payments made on the LLC's behalf, the $3,000 contribution and the year-end distributions
- Part IV: any other monetary transactions with the owner, such as a loan, using "$50,000 or less" where the rules allow
Client payments from unrelated third parties aren't related-party transactions, but they affect total assets and the business information you report. A US tax professional can confirm how your specific facts map to each line.
Checklist
- [ ] Confirmed the LLC is a foreign-owned US disregarded entity
- [ ] Listed every transfer between you and the LLC for the year
- [ ] Converted amounts to USD and saved exchange-rate notes
- [ ] Completed pro forma 1120 (name, address, items B and E) marked "Foreign-owned U.S. DE"
- [ ] Completed Form 5472 Parts I, II, III, IV/V and VII as applicable
- [ ] Assigned or reused your reference ID number
- [ ] Faxed to 855-887-7737 or mailed to the Ogden PIN Unit by April 15, or filed Form 7004
- [ ] Saved proof of submission
Next steps
- Make sure your EIN records match what you'll file. See how to get an EIN without an SSN.
- Keep your state compliance current with registered agent explained.
- Review whether a US LLC is still the right fit in US LLC vs UK Ltd vs UAE free zone.
- Planning investment or acquisition? Clean records matter in technical due diligence too.
Sources
- IRS, Instructions for Form 5472 (Rev. December 2024): https://www.irs.gov/instructions/i5472
- IRS, Instructions for Form 1120 (2025), When To File: https://www.irs.gov/instructions/i1120
- IRS, FAQ: due dates for business income tax returns: https://www.irs.gov/faqs/small-business-self-employed-other-business/starting-or-ending-a-business/starting-or-ending-a-business-3
- IRS, Instructions for Form SS-4 (disregarded entity line 9a guidance): https://www.irs.gov/instructions/iss4
Frequently asked questions
Do I have to file Form 5472 if my LLC had no income?
Usually yes. A US single-member LLC wholly owned by a foreign person must file a pro forma Form 1120 with Form 5472 when it has reportable transactions with a related party. For these entities that includes money you put in, money you take out, and amounts paid at formation. Almost every active LLC has at least one, so most file every year.
When is Form 5472 due for a foreign-owned LLC?
It's due with the pro forma Form 1120 by the 1120 due date: the 15th day of the 4th month after the tax year ends. That's April 15 for a calendar-year LLC. You can get an automatic extension by filing Form 7004 by the original due date, faxed or mailed to the same dedicated IRS address used for Form 5472.
Can I e-file Form 5472 for my disregarded LLC?
No. The IRS instructions say a foreign-owned US disregarded entity can't file Form 5472 electronically. You must fax the pro forma 1120 and Form 5472 to 855-887-7737 (300 DPI or higher) or mail them to the IRS at 1973 Rulon White Blvd, M/S 6112, Attn: PIN Unit, Ogden, UT 84201.
What is the penalty for not filing Form 5472?
$25,000 per failure, under the IRS instructions. A substantially incomplete form counts as a failure to file. If the failure continues more than 90 days after the IRS notifies you, an extra $25,000 applies for each 30-day period (or part of one). Failing to keep the required records can also trigger the penalty.
Do I need an ITIN to file Form 5472?
Not necessarily. For a foreign owner without a US identifying number, the instructions let you enter a reference ID number you assign yourself (alphanumeric, no spaces, up to 50 characters, used consistently each year). Foreign-owned disregarded entities must also enter the owner's foreign tax ID (FTIN), or 'None' if there isn't one.