Yearly obligations of a foreign-owned US LLC: a checklist

What does a foreign-owned US LLC have to do every year?

A single-member Wyoming or Delaware LLC owned by someone outside the United States usually has three recurring items: a yearly IRS information return, a state filing or state tax, and a registered agent kept active. A few other items apply only when something changes. None of them depends on the company having income.

This checklist brings together the IRS instructions for Form 5472, the Wyoming Secretary of State's fee schedule, the Delaware Division of Corporations' LLC tax instructions and FinCEN's BOI page, all accessed 31 October 2026. It is general information, not tax or legal advice.

Which items are on the yearly checklist?

The table below lists the yearly items for a single-member LLC owned by one person who lives abroad and uses the calendar year. The federal item is the same in every state. The state item depends on where the company was formed: Wyoming asks for an annual report, Delaware for a flat annual tax.

What is the federal item, Form 5472?

The IRS instructions treat a US LLC wholly owned by one foreign person as a corporation for Form 5472 purposes. The company files Form 5472 attached to a pro forma Form 1120, reporting transactions with its owner, such as money put in or taken out. It is due on the Form 1120 due date, generally 15 April.

The filing is about reporting, not paying: it usually comes with no tax payment, but the penalty for not filing is high. Our post on Form 5472 for foreign-owned LLCs explains it step by step. If the company needs an EIN first, see our EIN service. Your US tax professional decides how the rules apply to your company.

What does the state ask for each year?

It depends on the state of formation. A Wyoming LLC files an annual report in its anniversary month and pays a license tax based on its Wyoming assets. A Delaware LLC files no annual report but pays a flat annual tax by 1 June. Both are owed whether or not the company had any sales.

Our Wyoming LLC annual report post covers the due date, the tax and what happens if the report is missed. The Delaware LLC annual tax post does the same for Delaware. For the full picture of each state, read the Wyoming LLC guide or the Delaware LLC guide.

Why does the registered agent belong on the list?

A Wyoming or Delaware LLC keeps a registered agent with an address in the state, where official notices and legal papers are delivered. The agent service is usually renewed once a year. If it lapses, the company can fall out of good standing, and the Wyoming fee schedule lists a separate reinstatement fee for that case.

The LaunchUS Registered Agent service provides the registered agent address and scans official mail into your document vault; our Registered Agent service page explains what it covers. The registered agent address is not the same as an everyday business address, which our post on registered agent address vs business address explains.

Which items apply only when something changes?

Some filings are not yearly but are triggered by a change. The main one is IRS Form 8822-B, which a company uses to report a new mailing address, business location or responsible party. The IRS page says a change of responsible party must be reported within sixty days. State records may also need an update.

1. Address or responsible party changes. File Form 8822-B with the IRS and update the state record if needed.
2. A new member joins. A second owner can change how the company is treated for tax; ask your tax professional before it happens.
3. The company starts selling in the US. State sales tax rules depend on the activity and the state; our e-commerce guide explains the questions to ask.
4. You need a personal US tax number. An ITIN is a separate, personal number; our post on ITIN vs EIN explains the difference.

The FinCEN BOI report is no longer on the list: FinCEN's page says US-formed companies are exempt. Our FinCEN BOI post explains the change and warns about fake payment requests sent in its name.

How does LaunchUS help with the yearly items?

Your dashboard's annual obligations calendar shows the state item for your company, with its due date, next to the other yearly dates. The Compliance add-on on our pricing page tracks the dates and sends reminders as they approach. Official mail that reaches the LaunchUS Registered Agent is scanned into your vault.

LaunchUS does not prepare tax returns and gives no tax advice. For Form 5472, work with a US tax professional; the documents they usually ask for, such as the formation document and the EIN letter, are already in your vault.

Why the registered agent renewal cannot be skipped is explained in what is a registered agent?, and the three-year cost of a Wyoming or Delaware LLC adds these lines up. For the basics of the company type, read what is a US LLC?.