Home/USA/Foreign Owned Single Member Llc Form 5472 Guide
26 U.S.C. § 6038A / 26 CFR 1.6038A-1

Foreign-Owned U.S. LLC: Form 5472 Guide

Avoid automated IRS tax penalties. A step-by-step DIY filing guide for foreign-owned single-member disregarded LLCs.

IRS Penalty Exposure
$25,000 Minimum (Late Filing Fee)
Fax Submission Only (Disregarded Entities)

The $25,000 Automated IRS Penalty Trap

Many foreign entrepreneurs open a single-member U.S. LLC (in Wyoming, Delaware, or New Mexico) to run software, consulting, or e-commerce businesses. A widespread misconception is that if the LLC has no U.S. source income or did not make a profit, no IRS filing is needed.

Under Treasury Regulation 26 CFR 1.6038A-1, the IRS treats a foreign-owned single-member LLC as a Foreign-Owned Disregarded Entity. You are required to file Form 5472 and a pro-forma Form 1120 every year to report reportable transactions.

Mandatory Filing Criteria

You must file Form 5472 and Form 1120 if your business meets all three criteria:

  1. Single-Member LLC: The LLC is owned by a single individual or single foreign corporate entity.
  2. Foreign Owner: The owner is a non-resident alien, foreign corporation, or foreign partnership.
  3. Reportable Transaction Occurred: The LLC had at least one reportable transaction with the owner, including:
    • • Capital contributions into the U.S. bank account from personal funds.
    • • Distributions transferred from the LLC account to the owner's personal account.
    • • Formation or registered agent fees paid out-of-pocket by the owner.

How to Submit to the IRS

Staple Form 5472 directly behind Page 1 of your pro-forma Form 1120 (with "Foreign-owned U.S. DE" written at the top).

IRS Ogden Dedicated Fax Number for Form 5472

1-855-887-7737

⚠️ Save Fax Confirmation: Keep your fax transmission verification log as legal proof of on-time submission.

Frequently Asked Questions (FAQ)

Under Treasury Regulation 26 CFR 1.6038A-1 and 26 U.S.C. Section 6038A, any foreign-owned single-member U.S. LLC (classified as a foreign-owned disregarded entity) is treated as a U.S. corporation for information reporting purposes. The foreign owner must file IRS Form 5472 together with a pro-forma Form 1120 annually to report reportable transactions.

The IRS assesses an automatic civil penalty of $25,000 USD per un-filed Form 5472 per year. If the return is not filed within 90 days after IRS notice, an additional $25,000 penalty is assessed for every 30-day period thereafter, with no cap.

Reportable transactions under Section 6038A include: capital contributions from personal funds into the LLC bank account, capital distributions to the foreign owner, formation or registered agent fees paid out-of-pocket by the owner, interest-free loans, and sales of goods or services between the LLC and the owner.

No. Form 5472 is strictly an informational reporting document. Filing Form 5472 does not create U.S. federal income tax liability unless the LLC generates U.S. Effectively Connected Income (ECI) or maintains a U.S. Permanent Establishment.

Foreign-owned disregarded entities must staple Form 5472 behind Page 1 of a pro-forma Form 1120 (with 'Foreign-owned U.S. DE' written across the top) and submit the packet via FAX to the dedicated IRS Ogden Fax Number: 1-855-887-7737.

No. Disregarded entities cannot e-file standalone Form 5472 returns electronically through commercial tax software without corporate e-file capabilities. Faxing to 1-855-887-7737 (or mailing to Ogden, UT) is the official IRS submission procedure.
Official IRS References

• IRS Form 5472 & Instructions (26 U.S.C. § 6038A): irs.gov/form5472
• IRS Foreign-Owned Disregarded Entities Guidelines: irs.gov/disregarded-entities

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Compliance Snapshot

Foreign-owned single-member LLCs must file Form 5472 annually to avoid automated statutory penalties.

Penalty Fee:$25,000 USD
Filing Deadline:April 15
IRS Fax Number:855-887-7737
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