If you are a non-US person who owns a US LLC — Wyoming, Delaware, New Mexico, wherever — and the LLC made zero dollars in 2025, you might think there is nothing to file with the IRS. That thinking has cost readers $25,000 to $100,000 in penalties over the last three years. Here is what is actually required and why.
The Rule That Catches Everyone
Since January 2017, the IRS treats a foreign-owned single-member US LLC as a "domestic corporation" for the sole purpose of Form 5472 reporting (Treasury Regulation §1.6038A-1(c)(1)). This means:
- You must file Form 5472 to disclose transactions between the LLC and any 25%+ foreign owner.
- You must file a pro-forma Form 1120 as a cover sheet — a corporate tax return with only identifying info filled in.
- You must have an EIN to file (obtainable free from the IRS, ~4-6 weeks for non-residents).
The IRS defines "reportable transactions" broadly. Funding your LLC bank account with $100 at inception counts. Paying a $50 annual state filing fee from your foreign personal account counts. If anything moved between you and the LLC in the year, you have a reportable transaction.
The $25,000 Penalty
Under IRC §6038A(d) (as amended by the Tax Cuts and Jobs Act, December 2017), the penalty for failing to file Form 5472 on time is $25,000 per form, per year. Failure to file after IRS notice adds another $25,000 per 30-day period.
The penalty applies even when zero tax is owed. It is not a percentage of income — it is a flat statutory penalty for non-filing.
Real Examples From 2025-2026
Three cases we have documented (details anonymised):
- Turkish consultant, Wyoming LLC formed 2019, zero revenue every year, never filed Form 5472 — IRS assessed $150,000 (six years @ $25K). Reasonable-cause petition reduced to $75,000; still due.
- Indian SaaS founder, Delaware LLC formed 2022, $12,000 annual revenue, filed Form 1120 personally but not Form 5472 — IRS assessed $25,000 for tax year 2022, waived under first-time abatement.
- Nigerian freelancer, Wyoming LLC formed 2023, immediately dissolved without filing anything — Dissolution does not eliminate the filing obligation for the period the LLC existed. $25,000 assessed; case in progress.
How to File If You Are Current
For a straightforward setup (one LLC, one foreign owner, no US employees, no cross-border loans):
- Confirm you have an EIN. If not, file Form SS-4 by fax to +1-855-215-1627 (turnaround 4-6 weeks).
- Prepare a pro-forma Form 1120: page 1 only, identifying info, check "Foreign-owned U.S. DE" in Item G, leave income/deductions blank.
- Complete Form 5472: Parts I, II, and IV. In Part IV, report each capital contribution, distribution, loan, or service transaction between the LLC and you.
- Attach Form 5472 to Form 1120. Mail or fax to Ogden, UT IRS service center. E-filing is not supported for Form 5472 as of 2026.
DIY is feasible. If you have any complexity — multiple related parties, cross-border loans, transfer-pricing questions — engage a US CPA who specializes in foreign-owned entities ($500-1,500).
How to File If You Are Behind
File the delinquent Form 5472s before the IRS notices. Attach a Statement Requesting Penalty Abatement under IRC §6038A(d)(3) reasonable-cause exception. Common accepted arguments:
- Natural disaster or serious illness affecting the filer.
- Death or incapacity of the person responsible for filing.
- Reliance on erroneous IRS written guidance.
- First-time abatement (available once per taxpayer per 3-year window; strongest for a single missed year).
"I did not know" and "my accountant did not tell me" are not accepted as reasonable cause.
The Simplest Prevention
Add a recurring calendar reminder for March 15 each year — that gives you a month before the April 15 deadline to prepare. Or file Form 7004 for an automatic 6-month extension (deadline becomes October 15). Extension is free, has no tax due, and buys you six months to file the actual Form 5472.
See our detailed guide: Form 5472 Complete Filing Guide.