Hi,
If you are the foreign owner of a US LLC, one missed form can cost you $25,000. Three missed years is $75,000, and if it sits unresolved after the IRS notices, another $25,000 every 30 days.
The form is Form 5472, and the filing requirement has nothing to do with income. No revenue, no customers, no profit – it’s still due.
You have to file if:
- You own a US single-member LLC as a non-US person or company – even with $0 of income
- Your US corporation is 25% or more foreign-owned, directly or indirectly
- You have a foreign corporation engaged in a US trade or business
The trigger is a reportable transaction, and that’s much broader than people expect. When you wire money in to cover a state filing fee – it counts. Put the money in at the start, paid a company bill from your personal card, took a loan, in either direction, pulled money back out – it all counts. Even without cash moving: the company used your property, you did work for it – still counts. A dormant LLC that did nothing all year except get funded has a reportable transaction.
A few things about this filing work differently from everything else:
- A separate form per related party. Three related parties, three forms, three penalties.
- Late, incomplete and incorrect all carry the same $25,000. A filed-but-wrong form is no better than no form.
- It cannot be e-filed. Form 5472 attaches to a pro forma Form 1120 – a cover sheet that exists only for this – and goes to Ogden by mail or fax. Due April 15, extendable to October 15 on Form 7004.
- The statute of limitations never starts running on an unfiled 5472. A missed 2018 filing is still fully open today.
If you’ve already missed a year, it is still fixable, and the path depends heavily on the facts. Late filings are made with a reasonable cause statement, and whether that statement holds up turns on how the entity was set up, who advised you, and what the transactions actually were. It is a very different conversation from simply filing late and hoping.
That’s why we put everything under one roof:
- Form 5472 and pro forma 1120 filed correctly, for every related party
- EIN applications for foreign owners without an SSN or ITIN
- Reportable transaction review, including the non-cash items most people miss
- Late and missed-year filings with reasonable cause statements
- Form 5471, 8865, 8858 and FBAR where the same structure triggers more than one obligation
- State registration and franchise tax filings for the US entity
- Personal and business tax returns handled by the same team
If you suspect you may have missed this form, or if you have any questions about it, reply to this email by Monday next week. We’ll set up a confidential and complimentary 15 minute call to review whether you have a filing requirement, how many forms are due, and what the exposure looks like if prior years were missed.
Sincerely,
—
George Dimov, CPA
Licensed and Insured
(833) 829-1120 toll free
(212) 994-8081 Fax