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Do I need to file IRS forms 5472 and 1120 for 2 LLCs with identical names?

I'm in a confusing situation with my LLCs and could use some advice about tax filing requirements. Back in 2023, I registered an LLC in Delaware, got an EIN by submitting Form SS-4, but then abandoned it shortly after. I never filed any IRS forms 5472 or 1120 as a foreign owner because I decided the LLC wouldn't work for my needs and I wanted to dissolve it. Fast forward to this year, and I've created a new LLC in New Mexico with exactly the same name - I finally found a use for an LLC and NM made more sense for my situation. When I applied for a new EIN with another SS-4, the IRS responded to my old Delaware LLC address saying I can only have one EIN and it's permanent. They explained that for SS-4 purposes, single-member LLCs are treated as sole proprietorships, and the EIN was assigned to me personally (even though I'd be using the LLC's business name). The IRS suggested I just update my address if I "moved" the business to another state. But I didn't move anything - I created a completely different LLC, which I clearly indicated on the form. Here's where I'm really confused: For forms 5472 and 1120, single-member foreign-owned LLCs are considered corporations (regardless of chosen status), so these forms need to be filed annually even without reportable transactions. If I file these forms next year for my new NM LLC, I'd have to use the EIN from my old abandoned Delaware LLC... but the incorporation date would be different. How do I handle this for tax purposes? Am I still on the hook for the Delaware LLC's filing requirements? Do I need to file back taxes for the years I missed? And what's the proper way to report for my new NM LLC using the same EIN?

LunarEclipse

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To add something that hasn't been mentioned yet - you should also check state tax requirements for both your abandoned Delaware LLC and your new New Mexico LLC. Even if you never conducted business in Delaware, some states require filing annual reports and tax returns just for having an LLC registered there. For your New Mexico LLC, you'll need to make sure you're properly registered for state taxes there too. If you're using the same EIN, be extra careful that you're not accidentally creating nexus in both states, which could subject you to taxation in both places. Also, as a foreign owner, don't forget about potential FBAR and FATCA requirements depending on your specific situation. Those have separate, equally harsh penalties for non-compliance.

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Thanks for bringing this up. I did pay the Delaware annual franchise tax for 2023, but then stopped when I abandoned the LLC. Should I have formally dissolved it with the state? As for New Mexico, I've registered for gross receipts tax but didn't think about how using the same EIN might create confusion. Would filing state tax returns in NM using the same EIN potentially trigger Delaware to think I'm still active there?

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LunarEclipse

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Yes, you should have formally dissolved your Delaware LLC by filing a Certificate of Cancellation with the Delaware Division of Corporations. Without formal dissolution, Delaware will continue to consider your entity active and may assess annual franchise taxes and penalties for failure to file. For New Mexico, using the same EIN shouldn't automatically trigger issues with Delaware, as they're separate state systems. However, for clarity in your records and to prevent future confusion, I strongly recommend formally dissolving the Delaware entity. It typically costs around $200 to file the dissolution paperwork, which is much cheaper than continued annual fees or potential penalties. The good news is that most states allow late dissolutions, so you can still properly close the Delaware LLC even though it's been a while since you abandoned it. This clean break will help you avoid any state tax complications while you focus on resolving the federal filing requirements we discussed earlier.

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Yara Khalil

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Just wanted to share what I learned from my tax attorney about this specific situation, as I went through something nearly identical. The key is understanding the distinction between: 1) Your actual legal entities (the Delaware LLC and the New Mexico LLC), which are separate under state law 2) How the IRS classifies and tracks these entities for federal tax purposes For the IRS, since you're a foreign owner of a single-member LLC, your entities are considered "foreign-owned disregarded entities" that have special reporting requirements. The IRS cares less about which state they're in and more about tracking you as the foreign owner. Using the same EIN is correct in your situation, but you ABSOLUTELY need to file those 5472 forms for any years your Delaware LLC existed. The penalties are insane - $25,000 per form per year - and they've been actively enforcing them since 2018.

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Keisha Brown

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Is there a way to check if the IRS has already assessed penalties for the unfiled 5472 forms? I'm worried they might have been sending notices to my old address.

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Dylan Campbell

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Has anyone had experience with both FreeTaxUSA and TaxSlayer? I used FreeTaxUSA last year and hit the exact AGI issue mentioned in this post. Considering TaxSlayer for next filing season, but wanted real opinions before switching.

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Sofia Hernandez

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I've used both! TaxSlayer has a better interface imo and I never had the AGI verification issue with them. Their deluxe version is like $40 and includes one state return which is way cheaper than TurboTax or H&R Block. FreeTaxUSA is cheaper but TaxSlayer's extra guidance was worth it for me.

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Dylan Campbell

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Thanks for sharing your experience! The interface quality is important to me, and $40 including a state return sounds reasonable. Did you find TaxSlayer's guidance helpful for more complex tax situations? I have some investment income and a side business I need to report.

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I actually had the opposite experience with FreeTaxUSA. Been using them for 5 years with zero issues. The e-filing has always worked smoothly for me and my returns are fairly complex with self-employment income, investment accounts, and rental property. Their customer service responded within hours when I had questions. Only cost me $12.95 for federal + state filing this past season, which is ridiculously cheap compared to TurboTax ($89+) or H&R Block ($75+). Maybe I've just been lucky but wanted to provide a different perspective!

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Zoe Papadakis

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Interesting to hear you've had such a good experience! Do you think there might be something specific about certain tax situations that causes the AGI verification issues for some people? Also, have you ever had to amend a return with them, and if so, how was that process?

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I think the AGI verification issues might be related to specific scenarios like amended returns or returns with unusual adjustments. Since my tax situation is complex but consistent year-to-year, that might be why I haven't had problems. I did have to amend a return once due to a late-arriving K-1 form. The amendment process with FreeTaxUSA was actually pretty straightforward. They walk you through which forms need to be updated, generate the 1040-X, and provide clear instructions for mailing the paper amendment. They don't offer e-filing for amendments, but that's true for most tax software since the IRS only recently started accepting e-filed amendments.

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Faith Kingston

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Have you checked if you're eligible for the Earned Income Tax Credit? If your income is around $38,500 you might qualify depending on your exact situation. That could help offset some of what you owe. Also, make sure you're taking the standard deduction which is $13,850 for single filers this year.

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AaliyahAli

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Thanks for the suggestion! I don't think I qualify for EITC since I don't have kids and my income is a bit too high for a single person. I am taking the standard deduction though. It sounds like my real issue is the self-employment taxes on that gig income that I didn't plan for. Lesson learned for next year - I'll be setting aside money each month from my gig work.

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Emma Johnson

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Anyone else notice that the tax software companies make it really easy to miss deductions for self-employed people? I swear they hide that stuff on purpose unless you pay for their premium versions. I switched to FreeTaxUSA last year and found so many more deductions than TurboTax showed me.

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Liam Brown

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Completely agree! TurboTax kept trying to upsell me to their $120 version to "maximize self-employment deductions." FreeTaxUSA found all the same stuff for like $15. And their interface actually explains things better too.

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Emma Johnson

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That's good to know! I felt like I was taking crazy pills when I switched and suddenly found all these deductions TurboTax never mentioned. Their basic version is practically useless for anyone with slightly complicated taxes. FreeTaxUSA actually walks you through the self-employment section with helpful explanations instead of dangling premium features in front of you constantly.

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Romeo Quest

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Having been an international student advisor for years, I can share that you should definitely use your last US address from when you were physically present in 2019. For the substantial presence test exception, you're on the right track with the citations, but make sure you also complete Part II of Form 8843 completely. Since your OPT was pending and then approved (even though you didn't use it), you maintained your F-1 status during that period in 2019, which means you still qualify for the student exemption from the substantial presence test. Keep in mind that the 5-year rule might impact you soon if you return to the US, since you started in 2013. After 5 calendar years of presence as a student, the substantial presence test exemption begins to have limitations.

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Thank you for this detailed information. I've been worried about the 5-year rule. Since I started school in Fall 2013 and left in March 2019, have I already exceeded the 5-year limit for the student exemption? Or does it work by calendar years rather than academic years?

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Romeo Quest

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The 5-year rule works by calendar years, not academic years. So if you were first present as a student in 2013, then 2013, 2014, 2015, 2016, and 2017 would be your five exempt years. Starting in 2018, you would need to count days toward the substantial presence test. However, there's an important exception - you can still claim the exemption beyond 5 years if you can establish that you do not intend to reside permanently in the US and you have substantially complied with the requirements of your visa. Since you left the US and canceled your OPT, you have a strong case that you didn't intend to remain permanently, which might allow you to claim the exemption for 2018 and the partial year 2019 as well.

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Val Rossi

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Just a quick tip - make sure you're using the correct version of Form 8843 for the 2019 tax year. The IRS sometimes updates these forms, and using the wrong year's form could delay processing. Has anyone used TurboTax or other software for filing as a former international student? I'm in a similar situation.

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Eve Freeman

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I tried using TurboTax for my international student filing and it was a disaster. It's really not designed for nonresident aliens or Form 8843. I ended up having to do it manually. H&R Block has slightly better options for international students but still limited.

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Paolo Esposito

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One thing to watch out for with California - they're pretty aggressive about maintaining that you're still a resident even after you've moved. Make sure you have clear documentation that you've actually established domicile in Michigan: - Michigan driver's license - Voter registration in Michigan - Michigan car registration - Closing California bank accounts or changing primary address - Changing your address on all official documents California has been known to audit people who move to lower-tax states, especially if you still have significant connections to California. Good luck!

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StormChaser

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Thanks for mentioning this! I've already gotten my Michigan driver's license, registered to vote, and changed my car registration. I kept my California bank account open though since they have locations in Michigan too. Should I still consider closing it to be safe?

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Paolo Esposito

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You don't necessarily need to close the California bank account, but definitely make sure you've changed the primary address on the account to your Michigan address. Having a CA bank account with a CA address could be one factor they look at. The most important things are already done - driver's license, voter registration, and vehicle registration show your intent to permanently reside in Michigan. Also make sure your employer has your Michigan address for your W-2, and that any investment accounts are updated with your new address.

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Amina Toure

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I moved from Oregon to Texas last year and missed a big issue with my bank interest - I didn't realize I needed to prorate it between states on my part-year resident returns! Ended up having to file an amended return. One tip: If you use tax software, make sure it supports multi-state returns properly. Some of the free options don't handle part-year residency well. I ended up using TaxAct which was pretty good for my situation.

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Oliver Weber

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TurboTax Premium worked great for my CA to WA move. It walked me through allocating income between states and explained which income belongs where. It costs more than the basic version but worth it for multi-state situations.

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