Delaware LLC Form 5472 filing guide

Delaware LLCs owned by foreign founders owe Form 5472 to the IRS each year — the same April 15 deadline, $25,000 penalty, and fax-to-Ogden filing process as any other state. Delaware's legal advantages are state-level; they have no bearing on the federal information-return obligation under IRC §6038A.

Why founders choose Delaware

• Investor credibility. US venture capital firms strongly prefer Delaware C-corps and LLCs — the legal structure is well-understood and conversion is seamless.
• Flexible corporate law. Delaware's Court of Chancery and its body of corporate case law are unmatched.
• Registered agent requirements. Delaware requires a registered agent with a Delaware address — these run $50–$150/year.
• No Delaware income tax on LLC profits if the LLC has no Delaware-source income (out-of-state business).

Delaware annual franchise tax — separate from Form 5472

Delaware charges a flat annual LLC tax (franchise tax / registration fee) of $300, due June 1 each year. This is paid to the Delaware Division of Corporations — it has nothing to do with the IRS or Form 5472.

• Due: June 1 annually.
• Amount: $300 flat for most LLCs.
• Where: Delaware Division of Corporations online portal.
• Penalty: $200 late fee + 1.5%/month interest if unpaid.

Form 5472 for Delaware LLCs — federal obligation

The federal Form 5472 obligation is identical regardless of state of formation:

• What it is: an information return disclosing reportable transactions between the LLC and its foreign owner (you). Requires a pro forma Form 1120 as a cover sheet.
• Deadline: April 15 for calendar-year LLCs. Six-month extension available via Form 7004 filed by April 15.
• Filed by: fax to IRS Ogden PIN Unit at +1-855-887-7737. E-filing not available.
• Penalty for missing it: $25,000 per form per year (IRS, IRC §6038A(d)).
• Required even with zero revenue: your initial capital contribution counts as a reportable transaction.

Delaware LLC annual filing calendar for foreign founders

1. January: gather bank statements and transaction records for the prior year.
2. March–April: file Form 5472 + pro forma 1120 with the IRS. Snapfile handles this for $89.
3. June 1: pay Delaware franchise tax ($300) to the Division of Corporations.
4. Ongoing: maintain registered agent in Delaware. Renew annually with your formation service or directly.

Delaware vs Wyoming for non-US founders

Delaware makes sense if you're raising US venture capital or want the most investor-recognizable structure. For solo founders with no VC plans, Wyoming is usually better — lower fees ($60 vs $300/yr), stronger privacy, no franchise tax. Both have identical Form 5472 obligations.

Full comparison: Wyoming vs Delaware for non-US founders.

Conservative summary

• Delaware LLC + foreign owner = Form 5472 required every year, same as any state.
• File by April 15 (or October 15 with extension). Fax to Ogden.
• Pay Delaware's $300 annual franchise tax to the Division of Corporations by June 1 — this is separate from the IRS filing.
• $25,000 penalty for missing Form 5472. Catch up via DIIRSP before the IRS contacts you.
• Snapfile files your Form 5472 for $89 — fax delivery to the IRS Ogden PIN Unit included.