Form 5472 for an LLC: The $25,000 Penalty Rule (2026)

What Is Form 5472 for an LLC?

Form 5472 is the IRS information return a foreign-owned single-member LLC files each year, attached to a pro-forma Form 1120. It reports transactions with related parties under Internal Revenue Code section 6038A.

The full title of Form 5472 reads “Information Return of a 25% Foreign-Owned U.S. Corporation or a Foreign Corporation Engaged in a U.S. Trade or Business.” An LLC appears nowhere in that title, which is exactly why foreign owners miss it. Treasury Regulation 301.7701-2(c)(2)(vi) closes the gap: for tax years beginning on or after January 1, 2017, the IRS treats a foreign-owned domestic disregarded entity as a corporation for section 6038A reporting. A single-member LLC owned by a non-US person is that entity.

Form 5472 reports information, not tax. The LLC computes no taxable income on it, pays $0 with it, and claims no deductions on it. The return exists so the IRS can see money moving between the LLC and the people who control it. That reporting obligation attaches in the LLC’s first tax year and repeats every year the company exists.

Two documents travel together in every filing: Form 5472 itself, and a pro-forma Form 1120 that acts as the envelope. Read how the underlying llc tax classification creates the obligation, or start with the complete ein for foreign owned llc playbook.

Who Must File Form 5472?

Every foreign-owned single-member LLC files Form 5472, and every US corporation with a 25% foreign shareholder files it too. The 25% test measures voting power or value, held directly or indirectly.

Source: IRS Instructions for Form 5472 and Treasury Regulation 301.7701-2(c)(2)(vi), verified July 2026.

Who counts as a related party

A related party is the 25% foreign shareholder, any person related to that shareholder under Internal Revenue Code sections 267(b) or 707(b)(1), and any other party related to the LLC under section 482. For a solo foreign founder, that list starts with 1 obvious name: the owner. The owner is a related party to the owner’s own LLC, and every dollar moving between the 2 is reportable.

One Form 5472 covers one related party. An LLC that transacts with the owner and with the owner’s foreign company files 2 forms for that tax year. The count of forms drives the penalty math in the next section.

What Is the Form 5472 Penalty?

The Form 5472 penalty is $25,000 per form, per tax year, under Internal Revenue Code section 6038A(d). The IRS adds $25,000 for each 30-day period the failure continues past 90 days after its notice.

Source: Internal Revenue Code section 6038A(d), verified July 2026.

How $25,000 becomes $100,000

The penalty stacks on 2 axes: forms and years. A foreign founder who formed an LLC in 2023 and filed nothing through 2026 carries 4 unfiled years. At 1 related party each, that arithmetic reaches $100,000 before the IRS sends a single notice. Add a second related party and the exposure doubles to $200,000.

The escalation clock starts only after the IRS mails a notice of failure. From that date, the LLC holds 90 days to comply. Day 91 opens the first 30-day period at $25,000, and each further 30-day period adds another $25,000 with no stated ceiling in section 6038A(d)(2).

Section 6038A(d)(3) waives the penalty where the LLC establishes reasonable cause. Reasonable cause is proved with facts, not with an explanation of confusion, which is why the record-keeping duty in Regulation 1.6038A-3 matters from year 1.

When Is Form 5472 Due for an LLC?

Form 5472 is due the 15th day of the 4th month after the tax year ends, which is April 15 for a calendar-year LLC. Form 7004 extends the deadline 6 months, to October 15.

Source: IRS Instructions for Form 5472 and Form 7004, verified July 2026.

The deadline attaches to the LLC’s tax year, and a foreign-owned single-member LLC with no other US filing obligation runs on the calendar year. December 31 closes the year. April 15 closes the filing window. Form 7004 moves the filing date and moves nothing else.

Newly formed LLCs file for a short first year. An LLC approved by its state on November 3, 2026 reports a tax year of under 60 days and still files by April 15, 2027. The short year does not waive the return, and the $25,000 penalty applies to it exactly as it applies to a full 12-month year.

Does Form 5472 Require an EIN?

Yes. Form 5472 line 1b requires the LLC’s 9-digit EIN, and the IRS returns a filing that leaves it blank. The IRS charges $0 for an EIN through every application method.

Part I of Form 5472 identifies the reporting entity. Line 1a takes the LLC’s legal name exactly as the state approved it, and line 1b takes the EIN. No substitute number works on that line: a foreign tax number fails, the owner’s national ID fails, and a blank fails. The EIN is the only identifier the IRS accepts for the LLC.

Regulation 301.7701-2(c)(2)(vi) is the same rule that forces a foreign-owned single-member LLC to obtain an EIN in the first place. Before 2017 that LLC held no US tax identity. Since 2017 it files Form SS-4, names a responsible party on line 7a, and receives the 9-digit number plus the official CP-575 letter.

Source: IRS Instructions for Form SS-4, “Where to File or Fax,” verified July 2026. The IRS faxes the EIN back within 4 business days when Form SS-4 carries the applicant’s return fax number. Full pricing on the LLC EIN cost page.

Read this before paying anyone, including us. If you hold a Social Security Number, apply at irs.gov and finish in 15 minutes for $0. The $97 exists for owners without an SSN, who face a paper Form SS-4, a fax route with no status page, and 3 classification fields that set federal tax treatment for the life of the company. The $127 tier buys the same work filed within 24 hours with the IRS call included.

How Do You File Form 5472 for an LLC?

You file Form 5472 by attaching it to a pro-forma Form 1120 and sending both by fax to 855-887-7737 or by mail to the IRS in Ogden, Utah 84201. IRS e-file is closed to this return.

The pro-forma Form 1120 envelope

A pro-forma Form 1120 is a near-blank corporate return that carries Form 5472 to the IRS. The filer completes the name and address block plus items B and E on page 1, writes “Foreign-owned U.S. DE” across the top, and leaves every income and deduction line empty. Item B holds the same EIN that appears on line 1b of Form 5472, and the 2 numbers must match character for character.

Source: IRS Instructions for Form 5472, verified July 2026.

Form 5472 is never filed on its own. A foreign-owned single-member LLC has no income tax return of its own, so the IRS requires a pro-forma Form 1120 as the envelope that carries it. The 1120 shows the LLC’s name, address and EIN, and the rest of the return stays blank.

Delivery is by fax or mail only, and never through the ordinary e-file path a domestic return uses. The package goes to the Ogden, Utah address printed in the instructions, and an LLC that files the 5472 without the 1120 envelope has not filed at all in the IRS reading.

What Are the 9 Parts of Form 5472?

A solo foreign owner completes Parts I, II, III and V in almost every year, leaves Part IV empty where no monetary trade transactions occurred, and skips Parts VIII and IX, which reach only taxpayers above $500,000,000 of average annual gross receipts.

The 9 parts of Form 5472

Form 5472 (Rev. December 2024) divides into 9 numbered parts. A solo foreign owner completes Part I, Part II, Part III, and Part V in almost every year, leaves Part IV empty where no monetary trade transactions occurred, and skips Parts VIII and IX entirely, because the section 59A base erosion rules reach only taxpayers with $500,000,000 of average annual gross receipts.

Source: IRS Form 5472 (Rev. December 2024) and Internal Revenue Code section 59A(e)(1)(B), verified July 2026.

The 4 errors that void a Form 5472 filing

What Counts as a Reportable Transaction on Form 5472?

A reportable transaction is any monetary or non-monetary exchange between the LLC and a related party. Part V adds the 2 items foreign owners hit first: contributions into the LLC and distributions out of it.

Regulation 1.6038A-2(b)(3) lists the monetary categories that flow into Part IV. Regulation 1.6038A-2(b)(4) extends the list for a foreign-owned disregarded entity, and that extension is the reason a dormant LLC still files. Moving startup capital from a personal account into the LLC’s bank account creates a reportable contribution in that tax year, and Regulation 1.6038A-2(b)(4) sets no dollar floor beneath which the entry disappears.

The record-keeping duty behind the form

Regulation 1.6038A-3 requires the LLC to keep records sufficient to establish the accuracy of every reported amount. Bank statements, invoices, loan agreements, and transfer receipts satisfy that duty. Failure to keep them carries its own $25,000 penalty under section 6038A(d), separate from the penalty for the unfiled return.

Which LLCs Skip Form 5472?

A multi-member LLC taxed as a partnership skips Form 5472 and files Form 1065 instead. A single-member LLC owned by a US person skips it too, and reports on Schedule C of Form 1040.

Member count decides the outcome, and Form SS-4 line 8b records that count at the moment the LLC applies for its EIN. One member plus a foreign owner produces the Form 5472 duty. Two members produce a partnership, Form 1065, and 1 Schedule K-1 per member, due March 15 for a calendar year. That single digit on line 8b redirects the LLC’s entire annual compliance calendar.

Adding a second member later converts the LLC from a disregarded entity into a partnership, and the Form 5472 duty stops for tax years after the conversion. Electing corporate treatment on Form 8832 keeps the duty alive where a foreign person holds 25% or more. Read the mechanics on LLC tax classification, Form 8832 for an LLC, and Form 1065 for an LLC.

One rule survives every structure: the LLC files under its EIN. Whether the annual return is Form 5472, Form 1065, or Form 1120, the 9-digit number identifies the company under Internal Revenue Code section 6109. Get the EIN right and every downstream filing has a home.

Can You File Form 5472 Without an SSN?

Yes. Form 5472 identifies the LLC by its EIN on line 1b, not by the owner’s SSN. Form SS-4 line 7b accepts the entry Foreign, so the IRS issues the EIN with no SSN and no ITIN.

Line 7a of Form SS-4 takes the responsible party’s legal name, and the IRS requires a human being there rather than a company. Line 7b takes that person’s SSN, ITIN, or the word Foreign. No passport upload is required at any point, because the IRS asks for none.

The IRS online assistant validates line 7b against SSN and ITIN records, which blocks applicants holding neither. Those applicants take the paper route. The IRS fax lines run 855-641-6935 for entities based in a US state and 855-215-1627 for international filers, and IRS international assistance answers at 267-941-1099.

This page states federal tax rules current as of July 2026. It is not legal or tax advice. Confirm your LLC’s Form 5472 position with a licensed CPA or attorney before filing.