Guide · Compliance
Compliance roadmap.
Formation is a one-time event. Compliance is a recurring calendar. This guide covers the federal and state obligations that keep a U.S. entity in good standing.
01 · Federal
IRS obligations by entity type.
C-Corporations file Form 1120 annually. Multi-member LLCs treated as partnerships file Form 1065 and issue K-1s. Single-member LLCs are disregarded and typically report through the owner's personal filing.
Foreign-owned single-member LLCs owe an additional Form 5472 with pro-forma 1120 by 15 April, disclosing reportable transactions with the foreign owner. Missed 5472 penalties are $25,000.
02 · State
Annual reports and franchise tax.
Delaware Corporation franchise tax is due 1 March. Delaware LLC annual franchise tax is due 1 June. Wyoming LLC annual license tax is due on the anniversary of formation. California LLCs owe an $800 minimum franchise tax annually.
Additional states require annual reports and, in many cases, a modest fee. Each state of foreign qualification adds one annual report to the calendar.
03 · Registered agent
Renewal, not optional.
Registered agent service renews annually per state. A lapse triggers state notice and, if uncured, loss of good standing. Confirm the renewal calendar for every state where the entity is registered.
04 · Payroll and contractors
The parallel calendar.
Form 1099-NEC issued to U.S. contractors by 31 January for the prior year. Form W-2 for U.S. employees by 31 January. State-level payroll registrations required in every state with employees.
05 · Operational discipline
Install the calendar at formation.
Every recurring obligation should have an owner and a calendar reminder installed at formation, not after the first missed deadline. Loss of good standing is administratively expensive to reverse.
Frequently asked
Common questions.
What happens if I miss a filing?
First a state notice, then a penalty, then loss of good standing, then administrative dissolution. Reversing dissolution is possible but expensive and delays banking and processor renewals in the interim.
Does Brightincorp handle compliance filings?
Brightincorp coordinates the calendar and refers filings requiring licensed tax preparation to appropriate CPAs. Administrative filings — annual reports, registered agent renewals — are coordinated as part of the Operate package.
What is Form 5472?
A federal information return required of foreign-owned single-member LLCs. Filed with a pro-forma 1120. Penalties for non-filing are severe.
Operational coordination, engaged.
Brightincorp coordinates the operational sequence covered in this guide as part of every engagement — so the work is done, not merely described.