The Final Form 5472 After Dissolving an LLC, Step by Step
Summary
The final return covers the year up to the date on the state's dissolution certificate, and is due by the 15th day of the fourth month after it. Tick the final return box, then close the EIN.
Closing a US LLC ends its life with the state. It does not end its last IRS filing: the year it closed needs one final Form 5472 and pro forma Form 1120, and the due date is usually not April 15. Five steps, in order.
Step 1: find the date on the state's certificate
The final tax year runs from January 1 (or the formation date, if the LLC was formed that year) to the date the dissolution took effect with the state. That date is on the certificate of dissolution or cancellation the state issued.
It is not the day trading stopped, the day of the last invoice, or the day the bank account closed. Founders tend to remember the month they stopped working, which is usually earlier than the paperwork, and then leave the closing distribution outside the period they report. Use the certificate's effective date on both forms.
Step 2: work out the deadline from that date
Under the Instructions for Form 1120, a dissolved corporation files by the 15th day of the fourth month after the date it dissolved. The pro forma Form 1120 follows the same rule, and the Form 5472 travels with it.
| Dissolution effective | Final return due |
|---|---|
| January 31, 2026 | May 15, 2026 |
| June 30, 2026 | October 15, 2026 |
| December 31, 2026 | April 15, 2027 |
A Form 7004 extends it by six months, but only if it is sent by that original date, which for a mid-year dissolution is a date few founders are watching. If it has already passed, the final return is simply late, and the same relief routes apply as for any late year; the missed Form 5472 page sets them out.
Step 3: list the closing transactions
Everything between the LLC and its owner from the start of the year to the dissolution date goes on the final Form 5472, including the transactions that close the LLC:
- The final distribution of whatever cash was left to the owner: on the Part V statement, with the other distributions and dissolution transactions.
- Repayment of an owner loan, a common way to clear a balance before closing: in Part IV, on the loan lines.
- A loan written off rather than repaid: describe it on the Part V statement.
The reportable transactions page shows where each kind belongs.
Step 4: mark it final and send it
The package is the same as every other year: Form 5472 attached to a pro forma Form 1120 with "Foreign-owned U.S. DE" across the top. Two things differ:
- Tick the final return box in item E on page 1 of the Form 1120. Item E is one of the few entries the pro forma return requires, and this box is what tells the IRS not to expect another return from this EIN. If the LLC was formed and dissolved in the same year, tick both initial and final.
- Use the short period on both forms, ending on the certificate date.
Send it to the IRS PIN Unit at 1973 Rulon White Blvd, M/S 6112, Ogden, UT 84201, or fax it to 855-887-7737 at 300 DPI or higher. Keep your copy and the proof of sending: a closed LLC has no bank, often no registered agent, and no one to receive an IRS letter about it later.
Step 5: then close the EIN
An EIN cannot be cancelled, only deactivated, and the IRS will not deactivate an account with returns outstanding. So the final return comes first. Then write to the IRS with the LLC's EIN, legal name and address, a copy of the EIN assignment notice if you have it, and the reason: Internal Revenue Service, MS 6055, Kansas City, MO 64108, or Internal Revenue Service, MS 6273, Ogden, UT 84201.
If earlier years were never filed
Dissolving does nothing to them. Under IRC §6501(c)(8), a year stays open until its Form 5472 is filed, so an unfiled 2021 is still open after the LLC is gone; the statute of limitations page explains why. File every open year together with the final one, under one reasonable cause statement. The penalty for each missing form is $25,000 under IRC §6038A(d)(1).
For a single-owner LLC whose final year is its only open year, FileTax prepares the final Form 5472 and pro forma Form 1120 in under 15 minutes for $99, with the short period taken from the dissolution date you enter. Several unfiled years, US business income, or more than four related parties call for a qualified CPA review.
Questions about the final return
Do I have to file Form 5472 for the year I dissolved the LLC?
Yes, if the LLC had a reportable transaction that year, and the closing distribution alone usually is one.
My LLC had no income in its last year. Do I still file?
Income is not the test. The transactions with you are, and closing an LLC almost always involves at least one.
The state dissolved my LLC for unpaid fees. Is that the same?
An administrative dissolution is the state's action, not yours, and the LLC's status and dates can differ from a voluntary dissolution. Check the state's record for the effective date before deciding which year is final.
Can I close the EIN first and skip the final return?
No. The IRS will not deactivate an account with returns outstanding, and the final return is one of them.
Related pages
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Form 5472 Deadline: April 15, or October 15 With Form 7004 →
Form 5472 is due on the 15th day of the fourth month after the tax year ends: April 15 for almost every foreign-owned LLC. A Form 7004 sent by that date moves it to October 15.
Reportable Transactions on Form 5472: 18 Common Ones, Yes or No →
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