A foreign owner of a US LLC that is disregarded
The IRS instructions say a foreign-owned US disregarded entity files Form 5472 with a pro forma Form 1120, even when it has no income-tax return of its own.
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US Tax Planning & Compliance
Form 5472 filing for foreign-owned US companies
Form 5472 and pro forma Form 1120 preparation for foreign-owned US corporations and disregarded entities.
The value
Form 5472 is an information return. The pro forma Form 1120 is how a foreign-owned US disregarded entity files it.
Prepare Form 5472, and the pro forma Form 1120 when that is the required package, from an ownership and transaction map you can stand behind.
A plain statement of who the IRS instructions say must file
A fact map of owners, related parties, and reportable transactions
Form 5472, and a pro forma Form 1120 when the entity is a foreign-owned US disregarded entity
A review before the package is filed the way the instructions require
Typical scope
The package AT&F prepares, and the facts you need to bring.
The final engagement is tailored to your facts. These are the core workstreams we use to define a useful, responsible scope.
01
US corporations that are 25% foreign-owned
02
Foreign-owned US disregarded entities, including single-member LLCs treated as corporations for this filing
03
Reportable transactions with a related party, including amounts connected to forming or funding the entity
04
The pro forma Form 1120 items the current instructions require, and not a full income-tax return unless that is a separate engagement
Where this fits
Situations this page is written for.
A US corporation with a 25% foreign shareholder
Form 5472 is generally required when that corporation had a reportable transaction with a related party. The instructions define both terms.
A Delaware entity with a foreign owner
AT&F’s headquarters is in Dover, Delaware. Form 5472 is a federal filing. State filings, if any, are a separate scope.
How the engagement moves
From the ownership map to a reviewed Form 5472 package.
- 1→
Confirm the filer
We compare the entity and its owners with the current Instructions for Form 5472. A reporting corporation, in those instructions, is a 25% foreign-owned US corporation, including a foreign-owned US disregarded entity, or a foreign corporation engaged in a US trade or business.
- 2→
Build the fact map
Ownership, related parties, and the transactions to report are listed before the form is completed. The foreign-ownership article is the longer version of that map.
- 3→
Prepare the package
For a foreign-owned US disregarded entity, the instructions say to attach Form 5472 to a pro forma Form 1120 and to complete only the name, address, and items B and E on the first page, with “Foreign-owned U.S. DE” written across the top. A corporation that files an income-tax return attaches Form 5472 to that return.
- 4
Review and file on the instructions’ route
You review the package. Filing follows the current instructions, including the special mail or fax address the instructions give for a foreign-owned US disregarded entity. An extension, when one is available, is Form 7004 filed by the regular due date.
What to have ready
A better start begins with the right information.
Formation documents and the owner’s name and country
Related parties and how they are related
Transactions with those parties, including formation and funding amounts
The entity’s EIN and its tax year
What you can expect
Useful work products, not just activity.
The Form 5472 package for the engagement
The pro forma Form 1120 when the instructions require it
A list of assumptions and missing facts
Filing instructions that match the current IRS revision
Common questions
Before we begin.
The quickest way to get a firm answer is to share the facts that make your situation different.
Who has to file Form 5472?+
The IRS instructions say a reporting corporation generally files Form 5472 if it had a reportable transaction with a foreign or domestic related party. A reporting corporation includes a 25% foreign-owned US corporation and a foreign-owned US disregarded entity. There are exceptions in the instructions. Read the current revision before you decide you are outside them.
What is the pro forma Form 1120?+
For a foreign-owned US disregarded entity, the instructions require a pro forma Form 1120 with Form 5472 attached. Only the name and address of the entity and items B and E on the first page are completed. It is not a full corporate income-tax return.
When is it due?+
Form 5472 is filed with the reporting corporation’s income-tax return by that return’s due date, including extensions. A foreign-owned US disregarded entity files the pro forma Form 1120 and Form 5472 by the Form 1120 due date, including extensions, and uses the tax year of its owner for US filing or, if none, the calendar year. Check the current instructions for the date that applies to the year you are filing.
What do the IRS instructions say about penalties?+
The Instructions for Form 5472 (revision December 2024) state that a penalty of $25,000 will be assessed on a reporting corporation that fails to file Form 5472 when due and in the manner prescribed. The same penalty applies for failure to keep the required records. A substantially incomplete form counts as a failure to file. If the failure continues for more than 90 days after IRS notice, an additional $25,000 penalty applies for each related party, for each 30-day period, or part of a period, after that 90-day period. Confirm the figure in the current instructions. This page does not offer a penalty-relief program.
Do you handle late Form 5472 filings?+
Not as a published service. If a filing is late, say so on the call. What can be done depends on the year, the notice, and the current IRS instructions.
Do you prepare Form 5471 or Form 8865?+
Those forms are not described on this page. Bring the question to the call if a foreign corporation or a foreign partnership is part of the facts.
Do you publish a fee?+
No. Book a free call to get a quote.
The firm
A Delaware-licensed CPA practice, with a Dover headquarters.
Sagar Bajaj, Founder and CEO. Practicing CPA in the United States and Australia. License No. CA-0014602, issued by Delaware. The engagement lead for a particular matter is confirmed before work starts.
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This page is general information, not personal tax, legal, or accounting advice. Who must file, and any penalty or due date, depends on the facts and on the current IRS, FinCEN, or Reserve Bank of India instructions. Check those sources, or book a call, before you file or pay.