Almost nobody is told about this form when they open a US LLC. Not by the formation company, not by the registered agent, not by the bank. People find out years later, usually from a forum post or a letter. If that is where you are right now, this page is for you.
From $250 per year, quoted in writing before anything starts.
Two things are true at once, and holding both is the whole job.
Late returns filed with a properly argued reasonable cause statement are the established way this is dealt with. The IRS accepts late information returns with a reasonable cause statement attached, and being genuinely unaware is the most common situation we see. Filing late of your own accord, before a notice arrives, puts you in a considerably better position than responding to one.
Form 5472 carries $25,000 per form, per year, and it applies even when the LLC made no money and owed no tax. Nobody is served by pretending otherwise.
What does not help is waiting. The penalty structure rewards moving now, and every year that passes is another form.
Go back to the year your LLC was formed. There is no safe cutoff date. Under IRC section 6501(c)(8), the assessment period for a year does not close until three years after the required Form 5472 is filed. Unfiled years stay open.
This is the part that surprises people. With most tax forms, the IRS has three years to review a return once you file it. After that, the year closes. A year you never filed works differently. The clock never started, so that year is still open today.
That sounds worse than it usually turns out to be. Most foreign-owned single-member LLCs are only a few years old. If you formed the LLC in 2023 and never filed, that is three late years, not ten. The number is set by your formation date, not by how long the rule has existed.
One more thing decides the count. A year needs a Form 5472 only if there was a reportable transaction between the LLC and you or another foreign related party. That covers more than sales. Paying the state filing fee on the LLC's behalf, funding the LLC from your own account, or the LLC paying you back all count. Payments to unrelated third parties do not. In practice, most years have something in them.
So the honest answer for most owners is every year since formation. A few owners do have a clean year with no money movement at all. We check each year against your formation date and your bank records. We would rather file three correct years than six unnecessary ones.
New to some of these words? Plain-English definitions of these terms are in our glossary.
Each late year needs its own Form 5472, attached to its own pro-forma Form 1120. You cannot combine several years onto one form. You also cannot e-file these returns. Each year goes to the IRS in Ogden, Utah, by mail or by fax.
| Part of the package | What gets filed | What we need from you |
|---|---|---|
| The filing | One Form 5472 attached to one pro-forma Form 1120, for each late year | The years involved and the date the LLC was formed |
| The records | The figures that go on the form, year by year | Bank statements or a written summary of money in and out, plus formation documents once |
| The statement | One reasonable cause statement covering the late years | Your account of what happened and when you found out |
The pro-forma Form 1120 confuses people, so here is the short version. A foreign-owned single-member LLC is usually disregarded for income tax. It does not report profit on Form 1120. The 1120 is used as a cover sheet, so that Form 5472 has something to attach to. You put the LLC name, address and EIN on it, and leave the income lines blank.
Formation documents are needed once, not once per year. Bank records are needed per year, because each year has its own transactions. If a bank account was never opened, say so. A written summary of what happened that year can be enough to work from.
Because each year is a separate piece of work, catch-up filings are priced per year. Starting prices for single years are on the pricing page.
Often nothing happens for months. The IRS processes paper returns slowly, and a late Form 5472 is not reviewed the day it arrives. Some people hear nothing at all. Others receive a CP215 notice, which is the notice that assesses the penalty for a year.
If a CP215 arrives, read the dates printed on it. The notice opens a response window. Penalties can be contested, and the reply is an abatement request tied to that one assessment. That is a different piece of work from a plain late filing.
There is a second penalty layer, and it is the reason speed matters. After the IRS notifies you of the failure, you have 90 days to file the form. If it is still not filed after that, a further $25,000 applies for each additional 30-day period. That rule sits in section 6038A(d)(2).
Filing before any notice arrives is materially better, for two reasons. First, the 90-day clock and the continuation penalty never start. Second, a voluntary filing with a reasonable cause statement is a stronger set of facts than a reply to an assessment.
Waiting does not make the file quieter. Each year that passes adds another required form. Nothing about the position improves by leaving it alone.
If a notice has already arrived, the consultation is the right door rather than the standard intake. It is $300, paid at booking, and $100 is credited if you engage us within 15 days. Send us a photo of the letter the same day. You get a response within 30 minutes during business hours.
A reasonable cause statement is a short written explanation attached to the late filing. It has to show that you used ordinary business care and prudence. In plain terms, it sets out what happened, when you learned about the obligation, why that stopped you filing, and what you did once you knew.
Four things belong in it:
Ordinary business care and prudence is the standard the IRS applies. It asks whether a sensible person in your position would have acted the same way. Not knowing about a rule is not automatically enough on its own. What helps is a clear, dated account of how you came to be unaware, and proof that you moved quickly once you found out.
Detail beats emotion. A statement that says the formation company never mentioned the form, and gives the date you signed up, is stronger than a general complaint. Keep it factual and keep it short.
Two honest warnings belong here. Nobody can promise you an outcome, and you should be careful of anyone who does. Penalties can be contested, and the result depends on your facts and on how well they are presented.
One statement can cover the late years together. It is written once, and a copy goes with each year in the package, so the whole set tells the same story.
Once you know what each year needs, the work itself is straightforward. It runs in three steps.
Roughly which years are unfiled, when the LLC was formed, and whether anything has arrived from the IRS. If you are not sure of the exact years, say so. Not sure is a normal answer and we can work it out.
We work out how many forms are actually required and what the reasonable cause argument looks like for your facts. You get a fixed written quote covering every year, before any work starts.
Every late year is prepared together, with the reasonable cause statement attached, and filed as one package. You know what was sent and when.
Multi-year catch-up is quoted individually after we have looked at the years involved, because two unfiled years and six unfiled years are genuinely different pieces of work. Our other starting prices are on the pricing page.
The consultation is $300, paid at booking, and $100 is credited if you engage us within 15 days. Both routes are fine. If the IRS has already written to you, start with the consultation.
Less than you probably fear, and it depends mostly on what you do next. The exposure is $25,000 per required form per year, but that is the penalty the IRS can assess, not a bill you have already been sent. Filing the missing years voluntarily with a reasonable cause statement, before the IRS contacts you, is the strongest position available to someone in your situation. The worst outcome comes from doing nothing and waiting for a notice.
No, but the clock matters now. IRS notices carry response deadlines, and the reply is a different piece of work from a straightforward late filing: it is an abatement request responding to a specific assessment. Book the consultation rather than the standard intake, and send us a photo of the letter the same day. The deadline printed on it is the thing that governs what options remain.
Usually every year the LLC existed and had a filing obligation, which for most foreign-owned single-member LLCs means every year since formation, including years with no income. A dormant-looking LLC still has reportable transactions if you paid formation costs or moved money in. We work out the real answer from your formation date and what actually happened in each year, rather than filing more years than you need.
It can be contested, and reasonable cause is the recognised route. What decides it is the quality of the argument and the facts behind it: what you knew, when you knew it, what you did once you found out, and whether you acted promptly. We cannot promise an outcome and you should be careful of anyone who does. What we can do is make the strongest honest argument your facts support, and file it properly the first time.
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I had a great experience with Caldwell Tax Services. Samuel was professional, responsive, and guided me through the entire filing process for my foreign-owned LLC. He answered my questions promptly, helped resolve every issue, and kept me updated until my documents were successfully submitted to the IRS. I highly recommend their services to anyone looking for reliable and knowledgeable tax assistance. Thank you, Samuel
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This page is general information, not tax advice. Your situation may differ. Talk to us before acting on anything here.