For foreign founders running a U.S. company, exact dates, fees, penalties, who to file with, and practical examples matter. Below is a detailed calendar covering the core federal deadlines plus the state obligations we most often see for Delaware and Wyoming.
Tip: For anything federal, Bookmate prepares and files it for you via the IRS e-file systems and keeps you on schedule. For state-level filings, work with your formation company or registered agent to complete and submit the required reports and taxes.
Federal deadlines (calendar-year entities)
January 31 — Wage & Contractor Statements
What: Send W‑2 to employees and file with SSA; send 1099‑NEC to contractors and file with IRS.
Who files: Any entity (LLC, corporation, partnership) with U.S. payroll or reportable contractor payments.
Where to file: W‑2 via SSA’s Business Services Online; 1099‑NEC via IRS IRIS portal or approved software.
Penalties: $60–$330 per form depending on lateness; intentional disregard can be $660+ per form. Separate penalties for failing to file with agencies and failing to furnish to recipients.
Example: A Delaware LLC with a remote U.S. employee must send W‑2 by Jan 31 and e-file with SSA, even if the owner lives abroad.
March 15 (March 17 in 2025) — Partnership and S‑Corporation Tax Returns
Why March 17 in 2025? Normally, the deadline is March 15 each year. However, in 2025, March 15 falls on a Saturday, so the deadline is pushed to the next business day, Monday, March 17.
What: Form 1065 for multi‑member LLCs taxed as partnerships, with accompanying Schedule K‑1 for each partner, and for foreign-owned partnerships, also Schedule K‑2 and K‑3 to report international tax information. Form 1120‑S for S‑corps, with K‑1s to shareholders.
Who files: Multi‑member LLCs (domestic or foreign-owned) taxed as partnerships; S‑corps with eligible shareholders (note: most non‑U.S. owners cannot be S‑corp shareholders).
Where to file: IRS e‑file; Bookmate can file and extend via Form 7004 if needed.
Penalties: For Form 1065, the IRS penalty is $240 per partner, per month late, up to a maximum of 12 months. This applies to K‑1s as well. Additional penalties can apply for missing or late K‑2/K‑3 forms.
Example: A Wyoming multi‑member LLC with two foreign owners must file 1065, K‑1s, and K‑2/K‑3 by March 17, 2025, or file Form 7004.
April 15 — C Corporations & Foreign‑Owned Single‑Member LLCs
What: Form 1120 for C‑corps and Pro forma Form 1120 + Form 5472 for foreign‑owned single‑member LLCs with reportable related‑party transactions.
Who files: U.S. C‑corps (including foreign-owned) and foreign‑owned single-member LLCs.
Where to file: IRS e‑file; Bookmate manages preparation and submission.
Penalties: 1120 — 5% of unpaid tax/month (up to 25%), plus minimum penalty after 60 days. 5472 — $25,000 per missed/incorrect filing, plus $25,000 every 30 days after IRS notice.
Example: A Delaware LLC with one foreign owner must file pro forma 1120 + 5472 by April 15 even with no revenue.
September 15 — Extended Partnership and S‑Corporation Tax Returns
What: Final due date for Form 1065 (multi‑member LLCs taxed as partnerships, with K‑1s, and K‑2/K‑3 for foreign-owned) and Form 1120‑S (S‑corps) if Form 7004 was filed in March.
Who files: Same as March 15 deadline — multi‑member LLCs taxed as partnerships, and S‑corps with eligible shareholders.
Penalties: Same as above — $240 per partner, per month for Form 1065, up to 12 months.
Example: A Wyoming multi‑member LLC that filed an extension in March must submit its 1065, K‑1s, and K‑2/K‑3 by September 15 to avoid penalties.
October 15 — Extended Corporate & Single‑Member LLC Returns
What: Final day to file Form 1120 (C‑corps) and Pro forma 1120 + 5472 (foreign‑owned single‑member LLCs) if Form 7004 was filed in April.
Who files: C‑corps and foreign‑owned single‑member LLCs that filed for an extension.
Example: A Delaware C‑corp with an April extension must file its 1120 by October 15.
Delaware deadlines
March 1 — Delaware Corporations
What: Annual Report + Franchise Tax.
Who files: All Delaware corporations (domestic or foreign-qualified).
Where to file: Delaware Division of Corporations online; usually handled by your registered agent or formation company.
Amounts: $50 report fee plus franchise tax (minimum $175 or $400 depending on method).
Penalties: $200 plus 1.5% interest/month; loss of good standing.
Example: A Delaware C‑corp must complete and file its annual report and pay franchise tax by March 1.
June 1 — Delaware LLCs
What: LLC Franchise Tax (sometimes called the Annual Report for LLCs) — flat $300.
Who files: All Delaware LLCs (domestic or foreign-qualified).
Where to file: Delaware Division of Corporations online; usually through your registered agent or formation company.
Penalties: $200 plus 1.5% interest/month; loss of good standing.
Example: A foreign-owned Delaware LLC with no U.S. income still must pay $300 by June 1.
Wyoming deadlines (Anniversary Month)
First Day of Anniversary Month — Wyoming Annual Report & License Tax
What: Annual Report and license tax based on Wyoming‑located assets: $60 minimum or $0.0002 × assets.
Who files: All Wyoming LLCs and corporations (domestic or foreign-qualified).
Where to file: Wyoming Secretary of State online (wyobiz) or by mail if over $500 due; usually handled by your registered agent or formation company.
Penalties: No fixed late fee, but dissolution/revocation after 60 days; reinstatement requires all back reports, fees, and a reinstatement application.
Example: A Wyoming LLC formed in September must file its Annual Report and pay license tax by September 1 annually, even if all assets are outside Wyoming.
Why this level of detail matters
Missing even one of these deadlines can mean costly penalties or loss of good standing. Foreign founders should treat these dates as fixed business obligations.
How Bookmate keeps you compliant
Bookmate prepares and files all federal items (1065, 1120, 5472, 7004) and your registered agent or formation company can assist with Delaware and Wyoming state filings.
Learn more at trybookmate.co or book a free consult.