Does filing pro forma 1120 mean my LLC owes US corporate income tax?

No. The pro forma 1120 is procedural only. Your LLC remains a disregarded entity for tax purposes and doesn't pay US corporate income tax. The blank income/tax fields and "Foreign-Owned U.S. DE" stamp tell the IRS to treat this as a pro forma filing.

Do I file a state Form 1120?

Only if you formed in a state with corporate income tax (California, New York, etc.) or have nexus there. Wyoming, Delaware, Florida, Nevada, Texas, and New Mexico don't have state corporate income tax on LLCs.

Can I file Form 1120 electronically (e-file)?

No. Foreign-owned disregarded entities are explicitly excluded from e-filing for Form 1120 and Form 5472. Fax to +1-855-887-7737 or mail to IRS Ogden, UT 84201-0023 only.

Do I attach a Schedule C for cost of goods sold?

No. Schedule C of Form 1120 is for dividends and special deductions (different from the Schedule C on Form 1040). For pro forma 1120, no Schedule C attachment is needed — your LLC is disregarded.

What if I made a mistake on a prior year's pro forma 1120?

File an amended return for that year. Check the "Amended return" box at the top of Form 1120, attach an updated Form 5472 if it changed, and include a brief explanation. Amendments don't waive any penalty already assessed.

Can the 1120 signature be a digital signature?

Per current IRS practice, pen/ink signatures are required. In-portal canvas signatures embedded in a printable PDF have been accepted in practice, but a wet-ink signature on a printed page is the safest path. Many of our customers print, sign in pen, then fax.

Do I file pro forma 1120 if my LLC is dormant?

If your LLC had any reportable transaction (even one capital contribution), yes. If truly $0 activity for the year, you may have an argument that no filing is required — but most owners file regardless to avoid the $25,000 penalty risk.

What address do I put on the 1120?

The US business address shown on your CP-575 EIN confirmation letter — typically your registered agent's address. The IRS will mail any notices here, so make sure it can actually receive mail.

Does pro forma 1120 work for tax year 2025?

Yes. The pro forma 1120 format applies to any tax year since the §6038A rule extension to foreign-owned DEs in 2017. The form's structure may change slightly year to year (always download the current year's blank form from irs.gov), but the pro forma approach is the same.

What if I owe US tax — should I still file pro forma?

No. If your LLC genuinely owes US corporate income tax (rare for foreign-owned single-member LLCs but possible with US warehouse/employees/real estate), file a full Form 1120 with income, deductions, and tax. Consult a CPA familiar with foreign owners — our service doesn't handle the full-1120 case.

Form 5472 + 1120 filing service

Form 1120 for Foreign-Owned LLCs

If you are a non-US person who owns a US single-member LLC, you must file Form 1120 — but in a special "pro forma" version where almost every field stays blank. The 1120 exists only as an envelope for Form 5472 (the form that actually matters). This is exactly how it works, what to fill in, what to leave empty, how to assemble the full package, and why filing 1120 doesn't subject your LLC to US corporate income tax.

15 min
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IRS forms
filled, not redrawn
Faxed for you
to Ogden PIN Unit
Receipt stored
proof of filing

Why a foreign-owned LLC files 1120 at all#

Your LLC is a "disregarded entity" by default — meaning it doesn't pay corporate income tax. The LLC's income flows through to you, the owner, taxable in your home country only (with rare exceptions for US-source effectively connected income). So why file Form 1120 (the corporate income tax return)? Because IRS regulations require Form 5472 to be attached to a tax return. For foreign-owned disregarded entities, the IRS picked Form 1120 as the procedural attachment vehicle when they extended §6038A to single-member LLCs in 2017. You file a pro forma (mostly blank) 1120 as the cover sheet for your Form 5472. This does NOT make your LLC subject to US corporate tax. The pro forma 1120 is paperwork only — your LLC remains a disregarded entity for all other tax purposes.

What 'pro forma' means in this context#

Pro forma means "as a matter of form" — filed for procedural compliance, not to calculate tax. A real Form 1120 (filed by US C-corporations) has all income/deduction/tax fields filled in. A pro forma 1120 (filed by foreign-owned DEs) has only the entity identification fields filled in. The special signal that tells the IRS you're filing pro forma: the stamp "Foreign-Owned U.S. DE" at the top of page 1. Without that stamp, the IRS may attempt to process the return as a real corporate filing — triggering deficiency notices, tax bills, or refund offsets that are all incorrect for a disregarded entity.

What do you fill in on the pro forma 1120?#

Page 1, header section: • Entity name (exactly as on CP-575 EIN confirmation letter). • EIN. • US business address (typically your registered agent's address). • Date of incorporation (from your Articles of Organization). • Total assets at year-end (Item D, also shown on Schedule L line 15 column (d)). • Item E — check "Initial return" if this is your first year, "Final return" if dissolving, else blank. Top margin of page 1: • Write or stamp: "Foreign-Owned U.S. DE". Signature block (bottom of page 1): • Sign in pen. • Date. • Print name. • Title: "Member" or "Owner". Schedule L (page 6 of standard 1120): • Line 15, column (d): total assets at year-end. Must match Item D above. That's it. Maybe 8 fields total across the entire form.

What do you leave blank on the pro forma 1120?#

Pages 2-5 of Form 1120 contain income, deductions, tax calculation, and various schedules. For pro forma filings by foreign-owned DEs: • Income section (lines 1-11): blank. • Cost of Goods Sold (line 2): blank — don't attach Form 1125-A. • Officer compensation (line 12): blank — don't attach Form 1125-E. • All other deductions (lines 12-29): blank. • Tax computation (lines 30-37): blank. • Schedule C (Dividends, Inclusions, Special Deductions): blank. • Schedule J (Tax Computation and Payment): blank. • Schedule K (Other Information): blank unless something specifically applies. • Schedule L (Balance Sheets per Books): only line 15 (d). Other lines blank. • Schedule M-1 (Reconciliation of Income per Books with Income per Return): blank. • Schedule M-2 (Analysis of Unappropriated Retained Earnings): blank. This isn't a mistake or oversight. The IRS instructions explicitly state pro forma 1120 for foreign-owned DEs is filed with these sections empty. Filling them in could incorrectly trigger US corporate income tax processing. Leave them truly blank — don't write "0", don't write "N/A". Empty.

How do you sign the pro forma 1120?#

The signature line at the bottom of page 1 must be signed by you (the owner) in pen. The IRS does not accept digital-only signatures on Form 5472 + attached pro forma 1120 — pen/ink only. Date the form on the date you actually sign — not the tax year end. Title yourself "Member" or "Owner" — both acceptable for a single-member LLC. Print your name below the signature line for legibility. Paid preparer block: leave blank if you prepared it yourself. If our service prepared it for you, we leave it blank too — you are the filer of record, not us.

How do you file the complete package?#

1. Cover letter (1 page) identifying the filing. 2. Pro forma Form 1120 (signed, stamped "Foreign-Owned U.S. DE"). 3. Form 5472 attached behind the 1120. 4. Part V supporting statement listing each reportable transaction. 5. Reasonable Cause Statement (only if late under DIIRSP). Fax the complete package to the IRS Ogden PIN Unit at +1-855-887-7737. Save the transmission receipt as your proof of timely filing. Do NOT mail or fax Form 1120 to the regular IRS processing center. The Ogden PIN Unit is the only correct destination for foreign-owned DE filings — sending it elsewhere will cause routing problems and may not satisfy your filing obligation. Mail alternative: Internal Revenue Service, Ogden, UT 84201-0023. Use certified mail with return receipt as proof of timely filing.

What are common mistakes specific to pro forma 1120?#

• Filling in income or deductions: treats the LLC as a real C-corp and can trigger tax processing. Leave those lines empty. • Missing the "Foreign-Owned U.S. DE" stamp: causes routing issues at Ogden. • Forgetting to sign in pen: digital-only signatures may be rejected. • Attaching Form 1125-A (Cost of Goods Sold) or 1125-E (Officer Comp): not needed and confuses processing. • Wrong tax year on the form header: must be the tax year that ENDED, not the year you're filing in. • Wrong EIN: must match CP-575 exactly. • Sending only the 1120 without Form 5472 attached: defeats the entire purpose. • Mailing to a regular IRS processing center instead of Ogden PIN Unit. • Filing electronically: not supported for foreign-owned DEs.

How are foreign-owned multi-member LLCs different?#

If your LLC has 2+ members, it's NOT a disregarded entity — it's a partnership for tax purposes. Multi-member LLCs file Form 1065 (US Return of Partnership Income), not Form 1120. With foreign partners, the multi-member LLC may also need Form 8865 (Information Return of US Persons With Respect to Certain Foreign Partnerships) and Schedule K-1 for each partner. The compliance is significantly more complex than the single-member case. Our service is built specifically for single-member, foreign-owned, disregarded LLCs. Multi-member LLCs need a CPA familiar with international partnerships.

What are the state 1120 filings?#

Some states require their own corporate income tax return separate from the federal 1120. Whether you owe a state 1120 depends on the state of formation and where you conduct business: • Wyoming: no state corporate income tax. No state 1120. • Delaware: no state corporate income tax on LLCs that don't conduct business in DE. Just the $300 franchise tax. • Florida: no state corporate income tax (LLCs taxed as DEs). • Nevada: no state corporate income tax. • Texas: franchise tax but $0 due for most small LLCs; report still required. • New Mexico: no state income tax on disregarded LLCs. • California, New York, others: state corporate income tax may apply if your LLC has any nexus with the state. For the popular foreign-owner states (Wyoming, Delaware, NM, FL, NV), no state 1120 equivalent is required. Just the federal pro forma 1120.

Get it done in 15 minutes#

Our service generates a perfectly-formatted pro forma 1120 + Form 5472 package automatically. You answer 12 questions in a wizard, we generate the PDF, you sign one page on screen (the signature embeds into every required signature box), and an accountant on our team reviews everything before we fax it to the IRS. Pricing: Standard $199 · Rush $279 · Premium $449 (IRS fax delivery included). +$149 per additional past year for multi-year DIIRSP catch-up. 100% money-back guarantee if we fail to submit your filing.

Skip the work — file in 15 minutes.

We generate every form, you sign one PDF, we fax it to the IRS Ogden PIN Unit. Starting at $199. IRS fax delivery included on every plan.

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Reasonable cause statement (if late)
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Frequently asked questions

Does filing pro forma 1120 mean my LLC owes US corporate income tax?: No. The pro forma 1120 is procedural only. Your LLC remains a disregarded entity for tax purposes and doesn't pay US corporate income tax. The blank income/tax fields and "Foreign-Owned U.S. DE" stamp tell the IRS to treat this as a pro forma filing.
Do I file a state Form 1120?: Only if you formed in a state with corporate income tax (California, New York, etc.) or have nexus there. Wyoming, Delaware, Florida, Nevada, Texas, and New Mexico don't have state corporate income tax on LLCs.
Can I file Form 1120 electronically (e-file)?: No. Foreign-owned disregarded entities are explicitly excluded from e-filing for Form 1120 and Form 5472. Fax to +1-855-887-7737 or mail to IRS Ogden, UT 84201-0023 only.
Do I attach a Schedule C for cost of goods sold?: No. Schedule C of Form 1120 is for dividends and special deductions (different from the Schedule C on Form 1040). For pro forma 1120, no Schedule C attachment is needed — your LLC is disregarded.
What if I made a mistake on a prior year's pro forma 1120?: File an amended return for that year. Check the "Amended return" box at the top of Form 1120, attach an updated Form 5472 if it changed, and include a brief explanation. Amendments don't waive any penalty already assessed.
Can the 1120 signature be a digital signature?: Per current IRS practice, pen/ink signatures are required. In-portal canvas signatures embedded in a printable PDF have been accepted in practice, but a wet-ink signature on a printed page is the safest path. Many of our customers print, sign in pen, then fax.
Do I file pro forma 1120 if my LLC is dormant?: If your LLC had any reportable transaction (even one capital contribution), yes. If truly $0 activity for the year, you may have an argument that no filing is required — but most owners file regardless to avoid the $25,000 penalty risk.
What address do I put on the 1120?: The US business address shown on your CP-575 EIN confirmation letter — typically your registered agent's address. The IRS will mail any notices here, so make sure it can actually receive mail.
Does pro forma 1120 work for tax year 2025?: Yes. The pro forma 1120 format applies to any tax year since the §6038A rule extension to foreign-owned DEs in 2017. The form's structure may change slightly year to year (always download the current year's blank form from irs.gov), but the pro forma approach is the same.
What if I owe US tax — should I still file pro forma?: No. If your LLC genuinely owes US corporate income tax (rare for foreign-owned single-member LLCs but possible with US warehouse/employees/real estate), file a full Form 1120 with income, deductions, and tax. Consult a CPA familiar with foreign owners — our service doesn't handle the full-1120 case.