Keeping your US company in good standing: every annual date

Delaware, every year

A C Corp files an annual report and pays franchise tax by 1 March. A startup with many authorised shares should calculate the tax using the assumed par value capital method, which usually gives the USD 400 minimum, plus the USD 50 report fee. The default calculation on the state's form can produce a bill in the tens of thousands that you do not actually owe.

An LLC pays a flat USD 300 annual tax by 1 June and files no annual report.

Missing these brings penalties and interest and, eventually, loss of good standing, which banks and investors check.

Federal, every year

A C Corp files Form 1120 every year, even with no revenue. A company that is 25% or more foreign-owned usually also files Form 5472 to report transactions with its foreign owners, and the penalty for missing it starts at USD 25,000.

A single-member LLC owned by a non-US person files a pro forma Form 1120 with Form 5472 each year. A multi-member LLC files Form 1065 and gives each member a Schedule K-1.

Corporate returns are due on the 15th day of the fourth month after the year ends, so 15 April for a calendar year. Partnership returns are due 15 March. Extensions are available but must be requested on time.

Beneficial ownership

US reporting rules on beneficial ownership have changed several times since 2024. Check the current FinCEN guidance, or ask your accountant, when your company is formed.

The registered agent

Delaware requires every company to keep a registered agent. It is included for the first year with Titan and covered by the USD 300 yearly renewal after that. A company without one falls out of good standing.

Get an accountant early

This page is a calendar, not tax advice. A US accountant who works with foreign-owned companies typically costs less than a single missed Form 5472 penalty. Hire one before your first year end, not after.