Form 5472 for Foreign-Owned Wyoming LLCs (2026)

• Foreign-owned single-member US LLCs treated as disregarded entities for US tax (Treas. Reg. 1.6038A-1(c)). This is the most common non-resident structure.
• US LLCs with 25%+ foreign ownership treated as corporations (rare for non-residents, but applies if you have elected C-Corp treatment via Form 8832).
• US corporations with 25%+ foreign shareholders engaged in reportable transactions.
• Foreign corporations engaged in a US trade or business with reportable transactions.

A disregarded entity is an LLC the IRS ignores as separate from its owner for federal income tax - the default treatment for any single-member LLC that has not elected corporate taxation. Your Wyoming LLC still exists legally and still has its own EIN and bank account; the IRS simply taxes its income on the owner instead of on the LLC itself (Treas. Reg. 301.7701-3).

This is the exact status that triggers Form 5472. Since 2017, a foreign-owned single-member LLC treated as a disregarded entity is treated as a corporation solely for Form 5472 reporting, so it must file Form 5472 attached to a pro forma Form 1120 every year (Treas. Reg. 1.6038A-1(c)). "Disregarded" means the LLC pays no separate income tax - it does not mean there is nothing to file. Confusing the two is the single most expensive mistake non-resident owners make.

A related party is anyone Form 5472 considers connected to your LLC - which, for a typical non-resident owner, is you. The form exists to report money flowing between the LLC and its related parties, so knowing who is "related" tells you what to report.

• The 25%-or-more foreign owner - you, the individual who owns the Wyoming LLC.
• Any entity you control - for example, your home-country company that owns or is owned by the US LLC.
• Anyone related to the owner under IRC Sections 267(b) and 707(b) - close family members and entities in your control group.
• A foreign person or entity related to a 25% owner - a parent, subsidiary, or sister company abroad.

Your customers, unrelated suppliers, freelancers, Stripe, and Amazon are not related parties, so transactions with them never go on Form 5472.

Reportable transactions are related-party transactions: money or value flowing between the LLC and you (the owner) or other related entities you control. Anything between the LLC and unrelated third parties (your customers, your suppliers) does NOT go on Form 5472.

Reportable (goes on Form 5472):

• Capital contributions you make to the LLC (your seed money, additional funding)
• Owner draws or distributions back to you
• Loans between you and the LLC (both directions)
• Rent paid by the LLC to you (if you own property the LLC uses)
• Royalties paid between the LLC and related entities (e.g., your home-country company)
• Service fees paid between the LLC and related entities
• Asset transfers between you and the LLC
• Inventory purchases from related-party suppliers (e.g., your home-country manufacturing entity selling to the US LLC)

NOT reportable (does NOT go on Form 5472):

• Sales revenue from unrelated customers (your Stripe receipts, Amazon payouts, Shopify sales)
• Bank interest earned on the LLC account
• Payments to unrelated vendors (your AWS bill, software subscriptions, freelancers you hire)
• Sales tax collected and remitted to states
• Salary you pay to unrelated employees
• Stripe processing fees
• Mercury or Wise banking fees (almost always $0 anyway)

The IRS penalty for non-filing is $25,000 per failure, per Internal Revenue Code Section 6038A(d). Failure means:

• Not filing Form 5472 at all
• Filing late (after April 15 without a Form 7004 extension)
• Filing incomplete information
• Not maintaining the records required by the regulations

If the IRS sends you a notice and you still do not file or correct within 90 days, an additional $25,000 every 30 days applies. The penalty stacks.

This is the single most expensive filing failure for non-resident LLC owners. Most other IRS penalties are calculated as a percentage of tax owed; Form 5472 is a flat $25,000 regardless of tax owed (even if $0 tax is owed, you owe the $25,000 for not filing).

1. Complete pro forma Form 1120 as a cover sheet. This is a one-page identification of the LLC. Most fields are zero or blank for a disregarded entity.
2. Complete Form 5472 with related-party transactions for the year. Use Parts I, II, III, and the IV/V columns that apply.
3. Attach Form 5472 to the pro forma 1120.
4. File by mail or fax to the IRS. Foreign-owned single-member LLCs cannot e-file (this is an IRS limitation).
5. Mail address: Internal Revenue Service, 1973 Rulon White Blvd., M/S 6112, Attn: PIN Unit, Ogden, Utah 84201, USA.
6. Or fax to the IRS dedicated 5472 fax line at 855-887-7737.
7. Due by April 15 for calendar-year LLCs. File Form 7004 (free, online or by fax) to extend to October 15.
8. Keep copies for your records. The IRS does not return original filings.

Example 1: SaaS founder, India. You wired $5,000 to your LLC as seed capital in January. Stripe paid the LLC $80,000 in subscription revenue across the year. You wired $30,000 from the LLC back to your personal account as owner draws (in three tranches of $10,000 each). The LLC paid AWS $20,000, paid freelancers $5,000, and paid software subscriptions $2,000.

• Form 5472 Part V: $5,000 capital contribution from you
• Form 5472 Part IV: $30,000 owner draws to you
• Operating revenue ($80,000) and operating expenses ($27,000) do NOT go on 5472

Example 2: Amazon FBA seller, Pakistan. You wired $10,000 in initial inventory funding. Amazon paid $120,000 in payouts across the year. You drew $40,000 over the year (monthly $3,333). The LLC paid suppliers in China $50,000 and Amazon fees $25,000.

• Form 5472 Part V: $10,000 capital contribution from you
• Form 5472 Part IV: $40,000 owner draws to you
• Supplier payments and Amazon fees do NOT go on 5472 (unrelated parties)

Example 3: Holding LLC with no operating activity. The LLC was formed but had no revenue and no transactions during the year.

• You may still need to file Form 5472 if there were ANY related-party transactions, even small. If genuinely zero activity, file an information-only Form 5472 with $0 amounts to be safe. Many CPAs recommend this even for dormant entities.

Example 4: Multi-LLC structure. You own a Wyoming holding LLC that owns a Delaware operating LLC. The holding LLC has no operating activity but received $50,000 in distributions from the operating LLC. The operating LLC distributed $50,000 to the holding LLC after generating $200,000 in revenue.

• Both LLCs file separate Form 5472. The transfer of $50,000 from operating to holding LLC is reportable for both (Part IV on operating, Part V on holding).
• The $200,000 operating revenue from unrelated customers does NOT go on 5472 for either entity.

We offer a $99/year add-on covering Form 5472 plus pro forma Form 1120 preparation and filing. The add-on includes:

• Intake form to collect related-party transactions for the year (sent to you in February each year for the prior tax year)
• Preparation of Form 5472 and pro forma 1120
• Mail/fax filing on your behalf
• Form 7004 extension if you need to extend
• Confirmation copy for your records as PDF
• One round of revisions if you need to add transactions you forgot

For complex tax situations (ECI questions, multiple entities, prior-year non-filing), we refer to partner US CPAs at fixed-fee rates we have negotiated for WyomingLLC customers.

If you cannot file Form 5472 by April 15, file Form 7004 (Application for Automatic Extension of Time to File Certain Business Income Tax, Information, and Other Returns) by April 15 to get an automatic 6-month extension to October 15.

• Form 7004 is free
• Can be filed online, by mail, or by fax
• Extension is automatic (no IRS approval needed)
• Does NOT extend the time to pay any tax owed (relevant only if you have ECI; most non-residents do not)
• Form 5472 with all related-party transactions must still be filed by October 15

WyomingLLC files Form 7004 on your behalf as part of the $99/year add-on if you need more time.

Reach out to a US CPA familiar with foreign-owned LLCs. There are voluntary disclosure paths to reduce penalties, including:

• Streamlined Foreign Offshore Procedures: for non-residents with non-willful violations. Reduced or waived penalties in many cases.
• Delinquent Information Return Submission Procedures (DIRSP): for late information returns including Form 5472.
• Reasonable cause: if you have a legitimate reason for non-filing (e.g., medical emergency, language barriers, prior CPA error), you can request penalty abatement under reasonable cause standards.

Do not let the issue sit. Penalties compound at $25,000 per 30 days after IRS notice. Voluntary disclosure before the IRS contacts you always yields better outcomes than waiting.

A treaty-based return position is a claim that a US tax treaty changes how the US taxes you - for example, that your business profits are exempt from US tax because you have no US permanent establishment. If you take one, the IRS requires you to disclose it on Form 8833 (Treaty-Based Return Position Disclosure) attached to a US return, under IRC Section 6114.

For most foreign-owned Wyoming LLC owners this is separate from Form 5472: Form 5472 is a mandatory information return that never depends on a treaty, while a treaty position affects whether you owe US income tax on effectively connected income. Taking a treaty position on your own personal return requires an ITIN. Our sister site itin.so covers ITIN applications for non-US filers; for the broader tax picture see foreign-owned LLC tax below.