The annual compliance checklist for a US LLC

US compliance for a small foreign-owned entity is not difficult. It is fragmented — several unrelated obligations, from several bodies, on several dates — and fragmentation is what causes failures.

The full list

For a typical foreign-owned single-member LLC:

1. Registered agent renewal. Annual, paid to your agent. Lapse means losing your statutory address and falling out of good standing.
2. State annual report. Confirms entity details. Usually a modest fee, often tied to the formation anniversary.
3. Franchise tax. Payable whether or not you traded. Flat in some states, calculated in others.
4. Form 5472 with a pro forma return. Where there were reportable transactions with the foreign owner — which includes funding the company to pay items one to three.
5. Federal income tax return, where the effectively-connected-income analysis produces one.
6. State income tax returns, in any state where you have nexus.
7. Sales tax returns, in any state where you are registered, on their own frequency.

Seven items, none of which share a deadline.

The dormant year is not empty

This is worth stating on its own because it is where the damage happens.

A company that formed in March, did nothing all year and earned nothing still owes items one, two and three — and because you paid for those, you had reportable transactions with your foreign owner, so item four applies as well.

Four filings in a year with no revenue. Founders who assume dormancy means dormancy accumulate Form 5472 penalties on a company that never earned anything.

Build one calendar

Not a mental list. A calendar, with:

• Every deadline above that applies to you.
• A reminder one month ahead of each.
• A named person responsible.
• The estimated cost, so it is budgeted rather than discovered.

Review it whenever you enter a new state, hire anyone, or change how you operate — each of those can add an item.

Keep a transaction log

Every movement between you and the entity — capital in, distributions out, expenses you paid personally — recorded as it happens.

Five minutes a month. It turns the Form 5472 filing from a reconstruction exercise into transcription, and it is the single highest-return habit in this list.

Closing properly

If the company has served its purpose, dissolve it formally: final filings, close the accounts, file the dissolution with the state, cancel the registered agent.

Walking away does not end the obligations. It just means they accumulate quietly until someone needs the entity to be in good standing.

Related guides: Form 5472 and the foreign-owned single-member LLC, Franchise tax and annual reports: the recurring cost and Federal and state tax filing: two separate obligations.

Keep four calendars, not one anniversary reminder

Track state annual report or franchise obligations, federal tax and information returns, registered-agent and address maintenance, and any sales-tax or payroll filings. The formation state's “annual fee” is not a substitute for federal compliance, and an extension to file may not extend the time to pay.

Record ownership and tax-classification changes when they occur. Reconcile the operating agreement, state record, EIN responsible-party details, bank mandate and beneficial-owner records. A dormant LLC may still owe filings until it is formally dissolved and tax accounts are closed. Save every acceptance and payment receipt; third-party dashboard status is helpful, but the government acknowledgement is the evidence.

Sources

This guide is written against the official and clearly labelled professional references below. Rates, thresholds and portal procedures change between reviews, so open the primary source before relying on a figure.

• Businesses (Internal Revenue Service)
• About Form 5472 (IRS)

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