For non-US owners of a North Dakota LLC
Foreign-Owned North Dakota LLC: State Report, Tax and IRS Filing
A North Dakota 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 North Dakota LLC have to file each year?
With North Dakota: Annual Report (Secretary of State). Fee: US$50. Due: Before November 16 each year (i.e., by November 15). The first report is due in the calendar year after the year the articles of organization take effect. 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
- North Dakota yearly report
- Annual Report (Secretary of State)
- North Dakota fee
- US$50
- North Dakota due date
- Before November 16 each year (i.e., by November 15). The first report is due in the calendar year after the year the articles of organizatio
- 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
Federal filings, whatever North Dakota requires
| Filing | When | Source |
|---|---|---|
| Form 5472 with a pro forma Form 1120 | Each year the LLC has a reportable transaction with its foreign owner; US$25,000 penalty if missed | IRS |
| BE-13 | Generally within 45 days of a foreign person setting up or buying a US business | BEA rule |
| Form 1040-NR | Only if the LLC has income effectively connected with a US trade or business | IRS |
None of these depend on the state. A North Dakota LLC files them on the same terms as an LLC formed anywhere else.
North Dakota filings for a foreign-owned LLC
These are the state-level duties of a North Dakota LLC, as published by North Dakota (North Dakota official source, tax source). State figures checked October 28, 2026.
| Item | North Dakota |
|---|---|
| Yearly report | Annual Report (Secretary of State) |
| Fee | US$50. $50 for domestic and foreign LLCs (N.D.C.C. 10-32.1-92). |
| Due | Before November 16 each year (i.e., by November 15). The first report is due in the calendar year after the year the articles of organization take effect. |
| State tax | None identified. The Office of State Tax Commissioner treats a single-member LLC as disregarded from its owner unless it is taxed as a corporation federally; no state franchise or minimum tax on LLCs was found on official pages. |
| If it is late | $50 late fee after the deadline. An LLC that does not file within six months after the deadline is involuntarily terminated by operation of law. Reinstatement within one year requires the past-due report, filing and penalty fees, and a $135 reinstatement fee. |
Easy to miss: Missing the November 15 deadline by six months terminates the LLC automatically by law.
Keeping a North Dakota LLC in good standing
State. Annual Report (Secretary of State): Before November 16 each year (i.e., by November 15). The first report is due in the calendar year after the year the articles of organization take effect.
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 North Dakota 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 North Dakota date; the state report itself is filed with North Dakota.
See the annual compliance package, best state for non-US founders and US LLC tax by country.
Where these rules come from
North Dakota
- State rules: North Dakota official page, North Dakota tax page.
Federal
- Effectively connected income and Form 1040-NR: Code sections 864 and 871 (IRS Pub 519).
- BE-13: 15 CFR 801.7 (eCFR).
- 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).
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
- Michigan
- Minnesota
- Mississippi
- New Hampshire
- New Jersey
- North Carolina
- Oklahoma
- Oregon
- Pennsylvania
- Rhode Island
- South Carolina
- Tennessee
- Utah
- Vermont
- Virginia
- West Virginia
Common questions
Is there a yearly North Dakota filing for my LLC?
Annual Report (Secretary of State). Fee: US$50. Due: Before November 16 each year (i.e., by November 15). The first report is due in the calendar year after the year the articles of organization take effect.
Does a North Dakota LLC owned by a non-US person pay North Dakota tax?
None identified. The Office of State Tax Commissioner treats a single-member LLC as disregarded from its owner unless it is taxed as a corporation federally; no state franchise or minimum tax on LLCs was found on official pages.
What happens if the North Dakota filing is late?
$50 late fee after the deadline. An LLC that does not file within six months after the deadline is involuntarily terminated by operation of law. Reinstatement within one year requires the past-due report, filing and penalty fees, and a $135 reinstatement fee.
Does a foreign-owned North Dakota 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.
- North Dakota: official source
- North Dakota: 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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