A foreign-owned single-member US LLC files a pro-forma Form 1120 with Form 5472 attached, every year, even with zero profit. “Pro-forma” is the key word: you fill in only the top identifying section of the 1120 — name, address, EIN — and use it as a cover page. You don’t compute corporate tax on it. The real content is the 5472, which reports your dealings with the LLC.
Miss it and the penalty starts at $25,000. So let’s get the mechanics exactly right.
Why a disregarded LLC files a corporate form
This looks backwards at first. Your single-member LLC is a disregarded entity — the IRS ignores it and treats it as you. So why is it filing Form 1120, the corporate income tax return?
Because of a rule that took effect in 2017. The IRS decided that foreign-owned disregarded LLCs had to start reporting their transactions with their foreign owners, the same way foreign-owned corporations already did on Form 5472. But Form 5472 isn’t a standalone form — it has to attach to an income tax return. A disregarded LLC doesn’t file its own income tax return. So the IRS bridged the gap: file a stripped-down 1120 purely to carry the 5472.
That’s the whole reason. The 1120 here is a vehicle, not a tax computation.
Pro-forma 1120 vs a real C-corp 1120
Don’t confuse this with an actual corporation filing. A C-corp completes the entire Form 1120 — income, deductions, the tax computation — and pays corporate tax on its profit. Your disregarded LLC does none of that.
| Pro-forma 1120 (your LLC) | Full 1120 (a C-corp) | |
|---|---|---|
| Who files it | Foreign-owned disregarded LLC | A C-corporation |
| How much of the form | Top identifying section only | The whole return |
| Reports income / deductions | ||
| Computes corporate tax | ||
| Purpose | Cover page for Form 5472 | Actually tax the company |
| Write 'Foreign-owned U.S. DE' |
On the pro-forma 1120 you write “Foreign-owned U.S. DE” across the top — DE for disregarded entity — so the IRS knows it’s this special filing and not an abandoned corporate return. Everything below the identifying block stays blank.
What counts as a reportable transaction
Form 5472 reports reportable transactions between the LLC and its foreign owner (and other related parties). This is the part that catches people, because “transaction” is broad. It includes:
- Money you contributed to the LLC (capital you put in, including funding the bank account).
- Money you took out (distributions to yourself).
- Loans between you and the company, in either direction.
- Amounts paid for services, rent, royalties, or property moving between you and the LLC.
This is the trap. Form 5472 is about transactions, not profit. Forming the company and wiring in your startup capital is already a reportable transaction. A quiet, zero-revenue first year almost always still has reportable transactions — which means you still file, and the $25,000 penalty still applies if you don’t. Read more in our full Form 5472 guide.
How to file it, step by step
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Confirm you have an EIN
The package needs the LLC’s EIN. If you don’t have one yet, that comes first — a non-resident gets it on Form SS-4 with no SSN.
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Complete the pro-forma 1120
Fill the top section only: legal name, mailing address, EIN, date incorporated/formed. Mark “Foreign-owned U.S. DE” at the top. Leave the income and tax pages blank.
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Complete Form 5472
Identify the LLC, identify you as the 25%-or-more foreign owner (name, country, tax ID if you have one), and report the reportable transactions in the right parts. Total them honestly.
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Fax or mail to the Ogden unit
Send the 1120 + 5472 together to the dedicated IRS address or fax number in Ogden, Utah. Keep the fax confirmation or mailing receipt — it’s your proof of timely filing.
This pro-forma package can’t be e-filed through normal channels. The IRS routes it to a specific unit in Ogden, Utah, with its own fax number and mailing address that differ from the standard 1120 filing locations. Sending it to the wrong place is the same as not filing on time. Use the current address from the Form 5472 instructions before you send.
The deadline, and the extension
The filing is due April 15, or the 15th day of the fourth month after your tax year ends if you’re not on a calendar year. You can extend it to October 15 by filing Form 7004 on time. The extension moves the filing deadline only — it doesn’t extend anything you might owe on a separate return.
This is not your LLC’s income tax
Worth saying plainly, because it’s the most dangerous misread: the 1120-plus-5472 package is an information return. It tells the IRS about your transactions with the company. It does not, by itself, tax your LLC’s profit.
Where your actual business income gets taxed is a separate question. For a non-resident with no US trade or business and no effectively connected income, the LLC’s pass-through profit often isn’t taxed in the US at all — it’s taxed where you live. If you do have US-connected income, that flows onto your personal Form 1040-NR, not onto this pro-forma 1120. Keep the two ideas separate: 5472 is reporting; the income tax is its own filing.
Get a second set of eyes when it’s not obvious
The mechanics above cover the standard foreign-owned single-member LLC. But edge cases exist — multi-member LLCs, LLCs that elected to be taxed as corporations, related-party structures with several entities — and they change the answer. If your setup isn’t the plain vanilla case, have a cross-border accountant confirm what you owe and what you file. The penalty is too steep to guess.
When it is the standard case, the filing isn’t hard — remembering it and sending it to the right place is the whole game. We track the deadline, prepare both forms, and file them to the Ogden unit so a quiet year stays quiet.
Let us handle your 1120 + 5472
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