Dormant Foreign Corporation Procedure for 5471

A foreign corporation that qualifies as a "Dormant" may file a simplified 5471 report in compliance with Rev. Proc. 92-70

In the case of companies that were inactive, it is required to validate that they comply with all the following points for the year being reported. If it does not comply with all, the company is required to complete form 5471 with all of its requirements.

Requirements for a company to be treated as inactive or "dormant" for purposes of 5471

  • (1) the foreign corporation conducted no business and owned no stock in any other corporation other than another dormant foreign corporation;
  • (2) no shares of the foreign corporation (other than directors’ qualifying shares) were sold, exchanged, redeemed, or otherwise transferred, nor was the foreign corporation a party to a reorganization;

  • (3) no assets of the foreign corporation were sold, exchanged, or otherwise transferred, except for de minimis transfers described in (4) and (5) below;

  • (4) the foreign corporation received or accrued no more than $5,000 of gross income or gross receipts;

  • (5) the foreign corporation paid or accrued no more than $5,000 of expenses;

  • (6) the value of the foreign corporation’s assets as determined pursuant to U.S. generally accepted accounting principles (but not reduced by any mortgages or other liabilities) did not exceed $100,000;

  • (7) no distributions were made by the foreign corporation; and

  • (8) the foreign corporation either had no current or accumulated earnings and profits or had only de minimis changes in its beginning and ending accumulated earnings and profits balances by reason of income or expenses specified in (4) or (5) above.”