One of the most common points of confusion for foreign founders of Wyoming LLCs is knowing whether to file Form 5472 or Form 1065. Both forms are IRS reporting requirements, but they apply to different types of entities. Getting this wrong can lead to missed filings, significant penalties, or unnecessary stress.
This article breaks down the difference between Form 5472 and Form 1065, how to know which one your Wyoming LLC needs to file, how to check your EIN paperwork for clues, and what to do if you’re still not sure. We’ll also cover common filing scenarios, explain penalties in detail, and walk step-by-step through how each type of return is filed.
By the end, you should have a clear understanding of which form applies to your LLC and how to stay compliant.
The basic difference between Form 5472 and Form 1065
Form 5472 applies when you have a foreign-owned single-member LLC or a U.S. corporation with at least 25% foreign ownership. For single-member LLCs, it is filed together with a pro forma Form 1120. For corporations, it goes with the full Form 1120.
Form 1065 applies when you have a multi-member LLC that is taxed as a partnership. Form 1065 reports the partnership’s income and expenses and issues K-1s to each member. For foreign-owned partnerships, the IRS also requires K-2s and K-3s to disclose cross-border reporting information.
The key difference comes down to ownership structure. If you are the only owner, you are likely in the Form 5472 camp. If you have partners, Form 1065 probably applies.
How to know what type of LLC you have
Foreign founders often aren’t sure whether their Wyoming LLC is single-member or multi-member, especially if a formation company set things up for them. The easiest way to tell is to look at your formation paperwork. If only one owner is listed, you likely have a single-member LLC. If multiple owners are listed, you likely have a multi-member LLC.
Your IRS EIN confirmation letter also provides useful clues. If it lists your name with “Sole Mbr,” you have a single-member LLC. If it lists “Mbr,” that usually means a multi-member LLC. If you filed an election (Form 8832 or 2553), that could change your tax treatment—for example, you may have elected to be taxed as a corporation instead of the default LLC treatment.
Step-by-step: Filing Form 5472 for a single-member LLC
The process for filing Form 5472 begins with obtaining an EIN. Without an EIN, you cannot file. This is the business’s tax ID and is required for all federal filings. Once you have it, the next step is preparing the pro forma Form 1120. This acts as a cover sheet for Form 5472. It includes your company’s basic details but does not calculate income tax like a normal corporate return.
After that, you complete Form 5472 itself, which asks for information about your company, the foreign owner, and reportable transactions such as wiring money into the company or paying expenses. Finally, the forms are filed with the IRS. Most foreign founders rely on accounting firms like Bookmate to file on their behalf, since e-filing directly as a foreign owner can be challenging.
Even if you had no revenue, you must file if there were any contributions, reimbursements, or transactions with the owner.
Step-by-step: Filing Form 1065 for a multi-member LLC
The filing process for Form 1065 also begins with an EIN. Like single-member LLCs, you cannot file without it. Once in place, the partnership prepares Form 1065, which reports the LLC’s income, expenses, and other financial information. Even if you made no profit, the form is still required.
Each owner then receives a Schedule K-1 that shows their share of the LLC’s results. If foreign members are involved, Schedules K-2 and K-3 must also be prepared to disclose international reporting details. Finally, the return is filed with the IRS. This is a full partnership return and is often more complex than the single-member filing.
Penalties for missing or incorrect filings
The IRS imposes significant penalties if you fail to file the correct form. For Form 5472, the penalty is $25,000 per year, per entity. If you fail to respond to notices, additional $25,000 penalties can be added each month until you comply. For Form 1065, the penalty is $220 per partner, per month, up to 12 months.
For a two-person partnership, this could be $440 per month, quickly adding up. Late K-1s also carry penalties. These fines apply even if your LLC had no revenue. The IRS is strict about information filings because they are used to monitor cross-border transactions.
Common filing scenarios
A single-member LLC owned by a foreign individual must file Form 5472 with a pro forma Form 1120 each year, even with no activity. A multi-member LLC owned by foreign founders must file Form 1065, issue K-1s to members, and include K-2s and K-3s for foreign reporting.
A corporation with foreign shareholders, such as a Delaware or Wyoming C-Corp, must file Form 1120 each year, and if foreign shareholders own at least 25%, Form 5472 must also be attached.
Common mistakes foreign founders make
A common error is assuming no activity means no filing. Even without clients, wiring in money or paying expenses counts as activity. Another mistake is confusing multi-member with single-member LLCs. Just one extra owner changes the filing entirely.
Many foreign founders also mistakenly rely on formation companies for tax guidance. These companies often don’t explain federal filing obligations, leaving founders surprised when penalties arrive.
Finally, some miss deadlines because of international mailing delays. The IRS uses the postmark date. If you’re mailing from abroad, you risk late filings. Filing from within the U.S. through a firm like Bookmate helps avoid this issue.
Example: Two founders vs. one founder
A founder in France forms a Wyoming LLC by herself. She is the only owner. This is a foreign-owned single-member LLC. Even with no sales, she must file Form 5472 with a pro forma 1120. In contrast, two founders in India form a Wyoming LLC together.
Because there are two owners, this is a multi-member LLC taxed as a partnership. They must file Form 1065 and issue K-1s, plus K-2s and K-3s since the owners are foreign.
How Bookmate helps
Bookmate specializes in federal compliance for foreign-owned U.S. companies. For single-member LLCs, we prepare and file Form 5472 with pro forma 1120. For multi-member LLCs, we prepare and file Form 1065 with K-1s, and guide on K-2/K-3 requirements.
For corporations with foreign shareholders, we file Form 1120 with 5472 attached. We also help founders interpret EIN letters and paperwork so they know which filing applies.
We don’t apply for EINs ourselves, but we recommend formation companies for EIN support. Once your EIN is in place, Bookmate ensures your filings are accurate, complete, and penalty-free.
Final thoughts
Foreign founders often get tripped up by the difference between Form 5472 and Form 1065, but the rule is straightforward once you know the distinction. A single-member LLC files Form 5472 with a pro forma 1120. A multi-member LLC files Form 1065. Corporations file Form 1120, with Form 5472 attached if foreign-owned.
If you’re not sure which one applies to your Wyoming LLC, don’t guess—mistakes can be costly. Bookmate helps founders around the world get clarity and stay compliant so they can focus on building their businesses instead of worrying about IRS deadlines and penalties.
Learn more at trybookmate.co or book a consultation today.
