Form 1120 for Foreign-Owned LLCs

A foreign-owned LLC files Form 1120 because IRS regulations require Form 5472 to attach to a tax return. For foreign-owned disregarded entities, the IRS picked Form 1120 as the procedural vehicle, but the pro forma cover does not create corporate income tax.

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.

Pro forma means Form 1120 is filed for procedural compliance, not to calculate tax. A real Form 1120 has income, deduction and tax fields filled in, while a foreign-owned DE's pro forma 1120 has only entity identification fields filled in.

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.

The special IRS Form 5472 instructions require only the foreign-owned U.S. DE’s name, address, item B (EIN), and applicable item E boxes on Form 1120 page 1. Item E contains Initial return, Final return, Name change and Address change—not an amended-return box. Write "Foreign-owned U.S. DE" across the top.

Items C and D and Schedule L are not required by that special pro forma instruction. Do not treat an omitted optional cover field as permission to leave Form 5472 line 1c blank. See Form 5472 line 1c and total assets.

For signing, identify the authorized signer. Signing the completed cover in ink, then scanning it for fax, is a conservative workflow; see signature methods and submission routes.

For this foreign-owned U.S. DE pro forma package, the special IRS required-fields instruction is limited to name, address, item B and item E. It does not require income, deduction or tax computations, or Schedules C, J, K, L, M-1 or M-2.

Leave unrelated corporate-return computations and schedules blank rather than inventing entries. Items C and D are also outside the special required list. Form 5472 has its own requirements, including line 1c; see the total-assets guide.

Sign the pro forma 1120 using the Form 1120 page 1 signature block because Form 5472 has no taxpayer signature block. The relevant fields are officer signature, date, title and paid-preparer details, with ink signing and scanning described as a conservative workflow.

The special pro forma instruction does not separately address signatures. A conservative workflow is to have the authorized person sign the completed cover in ink, enter the actual signing date and capacity, and scan that signed page for fax. This is a recommendation, not a ruling that every digital-only signature invalidates a filing.

IRS electronic-signature permission depends on the document and route. Corporate e-file authorization rules do not automatically cover this DE fax package. Ask the preparer to establish signing authority and the applicable method; the general Form 1120 instructions separately address paid preparers. See the current signature guide.

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).

Use the 1120 pro forma instructions to check the page-one fields, then fax the complete package to the IRS Ogden PIN Unit at +1-855-887-7737. Save the transmission receipt as your transmission evidence.

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, 1973 Rulon White Blvd, M/S 6112, Attn: PIN Unit, Ogden, UT 84201. Use certified mail with return receipt as transmission evidence.

• 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.
• Assuming a generic e-signature tool is authorized for this specific document and filing route; resolve that question before sending.
• 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.

Foreign-owned multi-member LLCs are different because they are partnerships for tax purposes, not disregarded entities. They file Form 1065 instead of Form 1120, may need Form 8865 and Schedule K-1 for each partner, and require more complex international partnership compliance.

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.

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 $400 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.

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: $149 Standard (ready in 5-7 business days) or $199 Express (within 3) — identical filing, IRS fax delivery included. +$99 per additional past year for multi-year DIIRSP catch-up. 100% money-back guarantee if we fail to submit your filing.