For non-US owners of a Michigan LLC
Foreign-Owned Michigan LLC: State Report, Tax and IRS Filing
A Michigan LLC owned from abroad has a state duty and a federal one. Miss the state one and the LLC can lose its good standing; miss the federal one and the IRS penalty is US$25,000. This page sets out both.
Quick answer
What does a foreign-owned Michigan LLC have to file each year?
With Michigan: Annual Statement (LARA Corporations Division). Fee: US$25. Due: February 15 each year. An LLC formed after September 30 does not file on the February 15 immediately following formation. With the IRS: Form 5472 with a pro forma Form 1120 for any year with a transaction between the LLC and its foreign owner, with a US$25,000 penalty if missed.
At a glance
- Michigan yearly report
- Annual Statement (LARA Corporations Division)
- Michigan fee
- US$25
- Michigan due date
- February 15 each year. An LLC formed after September 30 does not file on the February 15 immediately following formation.
- IRS filing
- Form 5472 with a pro forma Form 1120; US$25,000 penalty if missed
- Fees
- See our Form 5472 filing service page, or request a quote
What Michigan expects every year
Michigan sets its own yearly duties, separate from the IRS. From the state's own pages (Michigan official source, tax source): State figures checked October 28, 2026.
| Item | Michigan |
|---|---|
| Yearly report | Annual Statement (LARA Corporations Division) |
| Fee | US$25. $25 for an LLC ($75 for a professional LLC). |
| Due | February 15 each year. An LLC formed after September 30 does not file on the February 15 immediately following formation. |
| State tax | None. Michigan has no LLC franchise tax; a federally disregarded single-member LLC is also disregarded for Michigan corporate income tax (Michigan follows federal classification). |
| If it is late | $50 late penalty if the statement is not filed or the fee is not paid by February 15. If not filed within two years of the due date, the LLC is no longer in good standing by operation of law. Restoring good standing costs $50 plus $25 for each missing statement. |
Easy to miss: A small $25 filing is easy to forget, and missing it for two years drops the LLC out of good standing automatically.
The IRS filings for a Michigan LLC with a foreign owner
The state filings do not replace the federal ones. A Michigan LLC owned by one non-US person is a disregarded entity for income tax, but the IRS treats it as a corporation for related-party reporting, so it files Form 5472 with a pro forma Form 1120 for any year with a transaction between the LLC and its owner, including the money used to form it. A missed or substantially incomplete form carries a US$25,000 penalty (IRS).
Also on the federal side: the BE-13 survey, generally within 45 days of a foreign person setting up a US business (BEA rule), and a Form 1040-NR only if the LLC has income effectively connected with a US trade or business (IRS).
Keeping a Michigan LLC in good standing
State. Annual Statement (LARA Corporations Division): February 15 each year. An LLC formed after September 30 does not file on the February 15 immediately following formation.
IRS. Form 5472 with the pro forma Form 1120, normally by April 15 for a calendar-year LLC (Form 7004 extends it)
Once. BE-13 within 45 days of formation, if it applies
How we help
We prepare Form 5472 and the pro forma Form 1120 for foreign-owned Michigan LLCs, or the full year under our annual package. Fees are on our Form 5472 filing service. Gurleen Kaur, CPA licensed in British Columbia and Washington State, signs. We remind you of the Michigan date; the state report itself is filed with Michigan.
See the annual compliance package, best state for non-US founders and US LLC tax by country.
Michigan and federal sources
Michigan
- State rules: Michigan official page, Michigan tax page.
Federal
- Form 5472: Internal Revenue Code section 6038A and Treas. Reg. section 1.6038A-1; T.D. 9796 treats a foreign-owned single-member LLC as a corporation for this purpose (IRS).
- Effectively connected income and Form 1040-NR: Code sections 864 and 871 (IRS Pub 519).
- BE-13: 15 CFR 801.7 (eCFR).
Other states
All 50 states and DC in one table: US LLC annual fees by state.
- Wyoming
- Delaware
- Florida
- Texas
- Nevada
- Colorado
- Montana
- South Dakota
- Missouri
- Ohio
- Arizona
- California
- New York
- Washington
- Illinois
- Alabama
- Alaska
- Arkansas
- Connecticut
- Georgia
- Hawaii
- Iowa
- Kentucky
- Maine
- Maryland
- Massachusetts
- Minnesota
- Mississippi
- New Hampshire
- New Jersey
- North Carolina
- North Dakota
- Oklahoma
- Oregon
- Pennsylvania
- Rhode Island
- South Carolina
- Tennessee
- Utah
- Vermont
- Virginia
- West Virginia
Common questions
Does a foreign-owned Michigan LLC file an annual report?
Annual Statement (LARA Corporations Division). Fee: US$25. Due: February 15 each year. An LLC formed after September 30 does not file on the February 15 immediately following formation.
Does a Michigan LLC owned by a non-US person pay Michigan tax?
None. Michigan has no LLC franchise tax; a federally disregarded single-member LLC is also disregarded for Michigan corporate income tax (Michigan follows federal classification).
What happens if the Michigan filing is late?
$50 late penalty if the statement is not filed or the fee is not paid by February 15. If not filed within two years of the due date, the LLC is no longer in good standing by operation of law. Restoring good standing costs $50 plus $25 for each missing statement.
Does a foreign-owned Michigan LLC file with the IRS?
Yes. Form 5472 with a pro forma Form 1120 for any year with a reportable transaction with the foreign owner, including the money used to form it. The penalty for missing it is US$25,000. This is separate from the state filing.
Sources
Every rule and figure on this page links to the IRS, CRA or other official source it comes from. Amounts change; we re-check them before each engagement.
- Michigan: official source
- Michigan: tax source
- IRS: Instructions for Form 5472
- eCFR: 15 CFR 801.7 (BE-13 reporting requirement)
- IRS: Publication 515
Gurleen Kaur, CPA licensed in British Columbia and Washington State. Last updated November 11, 2026. This page is general information, not tax or legal advice for your situation.
Related guides: US LLC fees by state, Annual compliance package, Best state for non-US founders.
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