IRS Form 5472 for Foreign-Owned Single-Member LLCs
Non-resident owners of US LLCs must file Form 5472 every year, together with a pro-forma Form 1120. Missing the filing triggers a $25,000 per-form penalty — one of the harshest civil penalties in the US tax code.
Who must file
US LLCs owned 25% or more by a non-US person (individual or entity) are classified as reportable corporations under IRC §6038A. Even single-member LLCs, which default to disregarded-entity status, must file Form 5472 attached to a pro-forma Form 1120.
The filing is required even if the LLC has $0 revenue or no transactions — the mere existence of the ownership relationship triggers the requirement.
The rule comes from the Bipartisan Budget Act of 2015, effective for tax years beginning on or after January 1, 2017. Before that, single-member LLCs owned by foreigners were largely invisible to the IRS.
The mechanics
You cannot e-file Form 5472. It must be mailed or faxed to the IRS Ogden, UT service center. The filing package includes:
1. Form 1120 — pro-forma, showing only the LLC's name, address, EIN, and the phrase "Foreign-owned US DE" written across the top. All financial fields are left blank.
2. Form 5472 — one per foreign related party (25%+ direct or indirect owner). If the LLC transacts with the owner personally and with a foreign parent company, you file two Forms 5472.
3. Mailing address: Internal Revenue Service, 1973 Rulon White Blvd., M/S 6112, Attn: PIN Unit, Ogden, UT 84201.
What triggers a Form 5472 entry
Any transaction between the LLC and a foreign related party is reportable, including:
• Capital contributions from the owner (line 22, Part V)
• Loans between LLC and owner (both directions)
• Sales, purchases, rents, royalties, commissions
• Distributions and dividends
• Reimbursements of expenses
Even a $1 movement of funds between owner and LLC is reportable. There is no de minimis threshold.
Common compliance failures
- 01Filing Form 5472 without the pro-forma Form 1120 — the IRS treats this as a failure to file and issues the $25,000 penalty.
- 02Assuming no filing needed because the LLC had $0 revenue — the transaction with the owner (capital contribution) is itself reportable.
- 03Missing the extension window (Form 7004 must be filed by April 15 to extend to October 15).
- 04Filing multiple related-party forms on a single Form 5472 — you need one per related party.
FAQ
Yes. The initial capital contribution from you (the owner) to the LLC is a reportable transaction. Even a bank-account funding wire triggers the requirement. File the pro-forma 1120 + Form 5472 with $0 in operational lines but the contribution amount in Part V, line 22.