Form 5471 reports a US person’s ownership stake in a foreign corporation. Form 5472 reports transactions between a US company and its foreign owners, and most American expats who personally own part of a foreign business need to file Form 5471, not Form 5472.
Form 5471 and Form 5472 are two of the most commonly confused forms in international tax reporting. The names are similar, both carry steep penalties, and both deal with foreign ownership.
But they report opposite sides of a cross-border ownership structure, and filing the wrong one, or missing the one that actually applies to you, can trigger a separate five-figure penalty.
Key Takeaways: Form 5471 vs. Form 5472
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Form 5471 is filed by a US person who owns 10% or more of a foreign corporation.
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Form 5472 is filed by a US corporation, or foreign-owned US LLC, reporting transactions with its foreign owner.
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The direction of ownership determines which form applies: Form 5471 looks outward, Form 5472 looks inward.
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Layered ownership structures can require both forms in the same year.
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Form 5471 penalties cap at $60,000 per form. Form 5472 penalties have no statutory maximum.
Form 5471 and Form 5472 Side by Side
| Feature | Form 5471 | Form 5472 |
|---|---|---|
| Full Name | Information Return of US Persons With Respect to Certain Foreign Corporations | Information Return of a 25% Foreign-Owned US Corporation or a Foreign Corporation Engaged in a US Trade or Business |
| Who Files It | A US person who owns 10% or more of a foreign corporation | A US corporation, or foreign-owned US LLC, that is at least 25% foreign owned |
| Reporting Direction | US person reporting into a foreign entity | US entity reporting on its foreign owner |
| Filed With | Form 1040 or other applicable US return | Form 1120, or a pro forma Form 1120 for disregarded LLCs |
| Standard Due Date | Same as your income tax return, including extensions | April 15, extendable to October 15 via Form 7004 |
| Failure-to-File Penalty | $10,000 per form, per year, up to $60,000 | $25,000 per form, per year, with no statutory cap |
What is Form 5471?
Form 5471, Information Return of US Persons With Respect to Certain Foreign Corporations, reports the ownership and financial activity of foreign corporations owned by US persons.
It applies when a US citizen, resident, corporation, partnership, trust, or estate owns 10% or more of a foreign corporation, or holds an officer or director role tied to that ownership. The form attaches to the filer’s Form 1040 or other applicable US tax return, and it does not create a new tax liability on its own.
Instead, it discloses stock ownership, related-party transactions, and the foreign corporation’s financial statements so the IRS can track offshore business activity and enforce rules like GILTI and Subpart F income.
What is Form 5472?
Form 5472, Information Return of a 25% Foreign-Owned US Corporation or a Foreign Corporation Engaged in a US Trade or Business, works in the opposite direction.
It is filed by the US entity itself, not by the foreign owner. Any US corporation that is at least 25% foreign owned, and any foreign-owned US LLC treated as a disregarded entity, must file Form 5472 if it had a reportable transaction with a foreign related party during the year.
Reportable transactions include loans, capital contributions, sales, and even unpaid services between the US entity and its foreign owner. A foreign-owned single-member LLC files Form 5472 attached to a pro forma Form 1120, even if the LLC has no other US tax filing obligation.
The Core Difference: Direction of Ownership
The simplest way to keep these two forms straight is to ask who owns whom.
- Form 5471 looks outward: a US person reports what they own in a foreign corporation.
- Form 5472 looks inward: a US company reports what a foreign person owns in it.
If you are an American living abroad who started or bought into a foreign business, Form 5471 is almost certainly your form. If you are a foreign national who formed a US LLC or corporation, or a US business with significant foreign ownership, Form 5472 applies instead.
Can You Be Required to File Both Forms?
Yes, in certain structures. A US person who owns a foreign corporation that in turn owns a US company, or a US company with layered foreign and domestic ownership, can trigger filing obligations under both forms in the same year.
Multi-entity structures, such as a US LLC owned by a foreign holding company that is itself owned by a US person, are the most common source of overlap.
Because the two forms use different definitions of a related party and different reportable transaction rules, filing one does not satisfy the requirement for the other.
If your ownership structure spans both directions, review each form separately against your entity chart, since CFC status can add another layer of filing obligations on top of these.
Not Sure Which Form Applies to Your Structure?
Our team reviews cross-border ownership structures every day and can tell you exactly what needs to be filed, and by when.
Penalties: How the Two Forms Compare
Both forms carry steep penalties for missing or incomplete filings, but the numbers are not identical. Form 5471 penalties start at $10,000 per form, per year, and can climb to $60,000 if the failure continues after an IRS notice.
Form 5472 penalties start at $25,000 per form, per year, with no statutory cap on the continuation penalty that accrues every 30 days after an IRS notice. Because a separate Form 5472 is required for each foreign related party, a single LLC with multiple foreign owners can face a six-figure exposure from just one missed year.
Neither penalty depends on whether any US tax was actually owed.
Other Foreign Reporting Forms You Might Need
Form 5471 and Form 5472 are not the only international information returns that can apply to a cross-border business structure.
Form 8865 covers US persons with an interest in a foreign partnership, and Form 8858 covers foreign disregarded entities and foreign branches. If your structure includes a partnership or a branch instead of a corporation, one of these forms may replace or supplement Form 5471.
A full review of your entity structure is the only reliable way to confirm which forms apply to you.
