Records a Foreign-Owned US LLC Should Keep, and for How Long

A single-member US LLC owned by someone outside the United States keeps two kinds of records. The first kind shows what the company is: the filed formation document, the operating agreement, the record of who owns it and the IRS notice of its EIN. We suggest keeping those for as long as the company exists. The second kind supports each year's IRS filing: bank statements, a record of every transfer between you and the LLC, invoices, contracts and receipts. Keep those at least until the IRS can no longer assess tax for that year, or collect tax it has already assessed.

The assessment period is generally three years after a return is filed, but for the information reported on Form 5472 it cannot end until three years after the form is filed (26 U.S.C. 6501). If the form is never filed, it does not run out. Tax that has been assessed can generally be collected for 10 years after the assessment (26 U.S.C. 6502). Your formation state, your bank and your payment provider add their own reasons to keep records, and the Form 5472 rules decide where they may be kept.

This guide is for the non-US owner of a single-member LLC that has not elected to be taxed as a corporation. By default the IRS treats such an LLC as a disregarded entity: it is not treated as separate from its owner for income tax, and its activity is reflected on the owner's federal tax return (IRS). This guide covers keeping records and how long to keep them. What each formation document is and does is covered in US LLC documents explained. This is general information, not tax or legal advice, and the sources were checked on 7 November 2026.

Quick summary

• The IRS's general periods for tax returns are 3 years in most cases, 6 years if you left out income of more than 25% of the gross income shown, 7 years for a worthless-securities or bad-debt claim, indefinitely if a required return was not filed or was fraudulent, and at least 4 years for employment tax records.
• For section 6038A, the law behind Form 5472, a foreign-owned single-member LLC is classified as a domestic corporation. It must keep records that establish the correct US tax treatment of its transactions with you, and the regulations' exceptions for small companies do not apply to it.
• Failing to keep those records carries the same $25,000 penalty as failing to file Form 5472.
• Records not ordinarily kept in the US may be kept abroad if you can deliver them within 60 days of an IRS request and translate them within 30 days of a request for translation.
• Delaware requires a current record of members and managers. New Mexico requires a longer list of records, and Wyoming requires the records behind the annual license fee to be kept for three years. Wyoming's registered agent statute also puts a records duty on the agent.
• Banks keep customer information up to date on a risk basis, and card payments can usually be disputed for up to 120 days, sometimes longer, so keep ownership records current and customer evidence where you can find it.

Record by record: why and how long

The periods below combine minimums set by the rules cited in this guide with our suggestions where no rule sets a period; suggestions are marked. Where a record serves more than one purpose, keep it for the longest period that applies.

Record	Why you keep it	How long
Filed formation document and amendments	Shows the LLC exists; New Mexico requires a copy	Life of the LLC (suggested)
Operating agreement, every version	Ownership and governance; New Mexico requires current and prior versions	Life of the LLC (suggested)
List of members and managers	Delaware requires a current record; New Mexico, current and former	Keep it current; keep past versions (suggested outside New Mexico)
EIN notice (CP575), PDF or paper	Confirms the EIN; the original CP575A-J cannot be reissued	In your permanent records, says the IRS
Record of each transfer between you and the LLC	Supports Form 5472	Until the IRS can no longer assess that year's tax or collect tax already assessed
Bank statements, invoices, contracts, receipts	Support income, expenses and Form 5472	Same
Filed Form 5472 and pro forma Form 1120, with proof of filing	Shows what was filed, and when	Same, at least
Records of assets the LLC buys	Depreciation and gain or loss	Until the period ends for the year you dispose of the asset
Payroll records, if you have employees	Employment tax	At least 4 years after the tax is due or paid
Records behind a Wyoming annual report and license fee	Wyoming law requires them	At least 3 years, at the principal place of business
State annual report or tax confirmations	Show which filings you made, and when	Keep with the company file (suggested)
Registered agent contract and written consent	Wyoming tells an online filer to keep the consent	While the agent serves (suggested)
Orders, delivery records and customer messages for card sales	Answering a payment dispute	Dispute window or tax period, whichever is longer (suggested)

We suggest keeping the formation documents, the operating agreement and the ownership record for as long as the company exists. Of the three states covered here, only New Mexico requires copies of the first two to be kept, but all three bear on every year in which the LLC has transactions with you. After the LLC closes, ask an accountant how long to keep them for the final years.

What the IRS expects of every filer

Federal regulations require any person subject to income tax, or required to file a return of information with respect to income, to keep records sufficient to establish the matters that the return must show, and to keep them "so long as the contents thereof may become material in the administration of any internal revenue law" (26 CFR 1.6001-1).

The IRS turns that into periods based on the period of limitations, which is the time in which a return can be amended to claim a refund, or in which the IRS can assess additional tax (IRS: How long should I keep records?; Publication 583). The IRS states these periods for tax returns. A foreign-owned single-member LLC files no income tax return of its own, so its own minimum is the Form 5472 rule below; these periods apply to any return its owner files.

Situation	Keep records for
Most returns	3 years
Claim for a credit or refund after filing	3 years from filing, or 2 years from paying the tax if later
Income left off that is more than 25% of the gross income shown	6 years
Claim for a loss from worthless securities, or a bad debt deduction	7 years
A required return was not filed, or was fraudulent	Indefinitely
Employment tax records	At least 4 years after the tax is due or paid, whichever is later
Records of property	Until the period ends for the year you dispose of it

The IRS describes the supporting records by what they must show. For income, keep documents showing the amounts and sources, such as invoices and deposit records. For purchases and expenses, keep documents that identify the payee, the amount, proof of payment and the date; it notes that a combination of documents may be needed. For assets, keep records of when and how you acquired each one, what it cost, the depreciation taken and how you disposed of it (IRS: What kind of records should I keep).

Before you discard anything, the IRS says to check whether you need it for other reasons. An insurance company or a creditor may require you to keep records longer than the IRS does (IRS).

If you file a personal US return because of the LLC's income, these periods apply to the records behind it. Whether you need to file one is a separate question; Foundlie's US tax overview is a starting point.

The Form 5472 records duty

Why it applies to your LLC

For purposes of section 6038A, which covers both reporting and record keeping, a US LLC that is wholly owned by one foreign person and otherwise a disregarded entity "is treated as an entity separate from its owner and classified as a domestic corporation" (26 CFR 1.6038A-1). The statute requires such a corporation to file the information and also to maintain "such records as may be appropriate to determine the correct treatment of transactions with related parties". A foreign shareholder owning 25% or more is a related party, so you are one (26 U.S.C. 6038A). The filing itself is covered in Form 5472 for a foreign-owned US LLC.

The regulations normally excuse two kinds of company from the detailed record rules: one with less than $10 million of US gross receipts, and one whose payments to and from foreign related parties total no more than $5 million and less than 10% of its US gross income. Both exceptions exclude an entity that is a reporting corporation only because it is a foreign-owned disregarded entity (26 CFR 1.6038A-1, paragraphs (h) and (i)). A small LLC with a few thousand dollars of activity is still covered.

What to keep

The record maintenance regulation requires books and records sufficient to establish the correctness of the return, including records relevant to the correct US tax treatment of transactions with related parties. It says they "must be permanent, accurate, and complete". Its own example is an owner whose only dealings with the company are capital contributions, dividends and loans, and it says the company must keep all documentation necessary to establish their US tax treatment (26 CFR 1.6038A-3, paragraph (a)).

Two further points in that regulation matter for a small LLC:

• Basic accounting records must exist. If records sufficient to document the US tax effects of transactions with you do not exist, they must be created and kept (paragraph (c)(1)).
• Your side counts too. The duty extends to records of a foreign related party that may be relevant (paragraph (a)(1)). For your LLC, that includes relevant records you hold yourself.

The regulation's list of record types includes general ledgers, bank statements, sales contracts and purchase invoices, records of ownership and capital structure, and loan documents (paragraph (c)(2)). For a typical single-owner service business, that translates into:

• the LLC's bank statements;
• a running record of each transfer between you and the LLC, with the date, the amount in US dollars and what it was: a contribution, a distribution, a loan or repayment, or a cost you paid on the LLC's behalf;
• the matching statements from your personal account for money you sent in or took out;
• invoices, contracts and receipts, including receipts for formation costs you paid personally;
• a copy of each Form 5472 and pro forma Form 1120 as filed, and evidence of when it was sent.

For a foreign-owned LLC, Form 5472 reports amounts paid or received in connection with the formation, dissolution, acquisition and disposition of the entity, "including contributions to, and distributions from, the entity" (IRS Instructions for Form 5472). A year with no income can still need these records.

How long

Records under this rule must be kept for as long as they may be relevant or material to the correct tax treatment of any transaction with a related party, "but in no case less than the applicable statute of limitations on assessment and collection" for the year concerned (26 CFR 1.6038A-3, paragraph (g)).

The general assessment period is three years after the return was filed (26 U.S.C. 6501(a)). Information that section 6038A requires is treated differently: the time to assess tax for any return, event or period it relates to does not expire before three years after the IRS is furnished the information. Where the failure to furnish it was due to reasonable cause and not willful neglect, that extension applies only to the items related to the failure (26 U.S.C. 6501(c)(8)). The IRS's own guidance is to keep records indefinitely if you do not file a return (IRS).

So the assessment period for a year's Form 5472 information cannot end until three years after that form is filed, and the proof of filing belongs in the file with the records. A substantially incomplete Form 5472 counts as a failure to file (IRS Instructions for Form 5472).

The regulation's floor also covers collection. Where tax has been assessed in time, the IRS can generally collect it by levy or court proceeding begun within 10 years after the assessment (26 U.S.C. 6502(a)). Exactly when these periods close for your LLC, and for any personal US return you file, is a question for an accountant.

The penalty

The penalty for failing to keep the records that 26 CFR 1.6038A-3 requires is the same as for failing to file Form 5472: $25,000. If the failure continues for more than 90 days after the IRS notifies you, a further $25,000 applies for each related party, for each 30-day period or part of one during which the failure continues after the 90-day period ends (IRS Instructions for Form 5472, Rev. 12/2024, checked 7 November 2026).

Where to keep them

Inside or outside the United States

The general rule is that records required under section 6038A are kept within the United States. Records not ordinarily kept in the United States may be kept outside it if, when the IRS asks for them, the company either:

• delivers the originals or duplicates within 60 days of the request, and English translations within 30 days of a request for translation; or
• within 60 days of the request, moves the originals or duplicates to the United States and gives the IRS an index, the name and address of a US custodian who controls them, and the address where they are kept. The records must then stay in the United States for the rest of the retention period.

On a written request showing good cause, the IRS may extend the time to produce or translate records, and the request should be made within 30 days of the IRS's request for the records (26 CFR 1.6038A-3, paragraph (f)). In practice, an owner abroad needs a company file that can be found, copied and sent within those windows.

Language

Translation is triggered by an IRS request. When records are produced, any portion the IRS asks to have translated must be translated into English within 30 days of that request. The regulation says extensions are granted liberally where circumstances warrant, and that a good-faith effort to translate accurately in time means the company is not subject to the section 6038A penalties in 26 CFR 1.6038A-4 and 1.6038A-7 (26 CFR 1.6038A-3, paragraph (b)(3)). If your contracts or invoices are in Arabic, issuing them in English as well can save that work later.

Paper or digital

The requirements for paper records apply equally to electronic ones. An electronic system must give a complete and accurate record that the IRS can access, and paper originals may be destroyed only after the system has been tested and procedures ensure it continues to comply (Publication 583). Delaware likewise lets an LLC keep its records electronically if they can be converted into paper within a reasonable time (6 Del. C. § 18-305(d)).

Keep the EIN notice in your permanent records, whether you hold it as a PDF or on paper. The IRS says to keep the notice "in your permanent records" and to make several copies, and that the original CP575A-J notice "cannot be duplicated or recreated". It also says the digital CP575, available only through Business Tax Account, can be used in place of the original CP575A-J and Letter 147C, and that banks and other institutions accept it as written confirmation of an EIN (IRS). Business Tax Account has its own eligibility rules, which preparing your US LLC documents for a business bank account sets out, so do not count on that route. If someone else applied for your EIN, ask them for the notice they received. Applying for an EIN without an SSN explains how the number is assigned.

A workable setup is one company folder with a sub-folder for each tax year, plus a second copy somewhere you control. When a provider asks for documents, send them through its own upload channel rather than open email.

What Delaware, New Mexico and Wyoming law adds

State law is separate from the IRS rules and applies whether or not any tax is due. For a single-member LLC, the members' access rights below matter little while you are the only member; the duty to keep the records does not depend on that.

Delaware

An LLC "shall maintain a current record that identifies the name and last known business, residence or mailing address of each member and manager". Members may demand true and full information about the business, copies of the federal, state and local income tax returns, a current member and manager list, the LLC agreement and the certificate of formation with all amendments, and information about each member's contributions (6 Del. C. § 18-305).

New Mexico

An LLC must keep at its principal place of business, and tell its members where that is (NMSA § 53-19-19):

• a list of current and former members and managers, with last known mailing addresses;
• its articles of organization with all amendments, and any powers of attorney used to sign them;
• its federal, state and local income tax returns and financial statements for the three most recent years, or the information members would need to prepare their own returns;
• its current and prior operating agreements and their amendments; and
• unless the articles or operating agreement contain them, statements of each member's capital contributions to date, of what each member has agreed to contribute later and any promissory note balance owed for a contribution, and of the times or events on which further contributions or withdrawals of capital are to be made.

The statute adds that failing to keep these records is not, by itself, a ground for holding anyone liable for the LLC's debts. The three-year window is a state minimum; the IRS periods above can be longer. This section was read on FindLaw's published copy, current to 1 January 2024, because the official compilation could not be read for this article, so confirm it against the official New Mexico statutes.

Wyoming

Every Wyoming LLC files an annual report setting out its capital, property and assets located and employed in Wyoming, and pays a license fee based on them: $60 or two-tenths of one mill on the dollar, whichever is greater (W.S. 17-29-209(a)). The LLC "shall preserve for three (3) years at its principal place of business" the records and books needed to determine that fee, and they must be available for examination by the Secretary of State during regular business hours (W.S. 17-29-209(e)). In practice, keep each report together with whatever shows how its figure was worked out.

Section 17-29-410 of the LLC Act sets the rights of members, managers and former members to inspect the company's records and obtain information from it; it does not add a list of records to keep (W.S. 17-29-410).

Wyoming's registered agent statute, in chapter 28 of Title 17 rather than the LLC Act, also puts a records duty on the agent. The agent must keep at the registered office the names and addresses of the people managing the company, the name, physical address and business phone number of a person authorized to receive communications from the agent, and a copy of the agent's own written agreement with the individual who accepts service of process for it. The information must be kept current within 60 days of a change until the first annual report is accepted, and after that when each annual report is due. If the agent and the company agree, the company can file this information with the Secretary of State instead (W.S. 17-28-107). A business that gives its agent false records for this purpose can be fined up to $1,000, imprisoned for up to six months, or both (W.S. 17-28-108). Keep a copy of what you gave your agent, and update it when anything changes.

The Secretary of State also says that a filer who forms a company online must certify that it received the agent's written consent and "must keep it for future reference" (Wyoming Secretary of State). If a formation service filed for you, ask it for a copy. What a registered agent does covers the role and how changing agents works.

Annual filings

Keep each annual report confirmation, state tax receipt and agent renewal invoice in the company file, so you can show which filings you made and when. If someone asks for a certificate of good standing, US LLC documents explained covers what it shows. The dates and fees for each state are in the annual compliance calendar for a foreign-owned US LLC, and Wyoming's report is covered in the Wyoming annual report guide.

What a bank or payment provider may ask for later

Banks. Approval is not the end of a bank's questions. Federal rules require a bank's anti-money laundering program to include risk-based ongoing customer due diligence, including ongoing monitoring to maintain and update customer information on a risk basis. That information includes the beneficial owners of a company customer (31 CFR 1020.210). Keep the current operating agreement, ownership record, formation document and owner IDs where you can send them quickly. Preparing your US LLC documents for a business bank account covers the original application.

Payment providers. Stripe says card networks typically allow cardholders to dispute a payment within 120 days, and longer in some situations. When a customer pays for a future service or event, the window generally starts on the event date. Once a chargeback is created you usually have 7 to 21 days to respond, depending on the network (Stripe: How disputes work). You get one opportunity to submit evidence. If you contact the customer while a dispute is open, Stripe advises keeping a record of all communication with them, because it is evidence for your response (Stripe: Respond to disputes).

There is little time to reconstruct anything once a dispute arrives. Keep each order's invoice, the terms or refund policy the customer saw, evidence that you delivered the work, and your messages with the customer, for at least the dispute window. Because they are also tax records, the IRS periods usually make you keep them longer. Other providers set their own dispute rules.

Records you do not need to keep for FinCEN

An LLC formed in a US state files no beneficial ownership information (BOI) report with FinCEN, whoever owns it; FinCEN's page states that US companies are exempt (FinCEN). There is no current BOI filing to keep or update. The exception is personal: if you are not a US person and you obtained a FinCEN ID, keep a copy of what you submitted. You must file an updated application within 30 calendar days of a change to that information, and a corrected one within 30 calendar days of becoming aware, or having reason to know, that it was inaccurate (31 CFR 1010.380(b)(4)(iii)(A), as revised by 91 FR 52508, effective 14 August 2026). BOI reporting in 2026 explains the rule.

Your home country

Your country of residence may require its own records, or longer periods, for income you receive from the LLC. This guide draws no conclusions for any country. Ask a local accountant before you discard anything the US rules no longer require.

Frequently asked questions

Can I delete the LLC's records after three years?

Not on that basis alone. Three years is the IRS's general assessment period, counted from when the return was filed. For a year's Form 5472 information, the assessment period cannot end until three years after the form is filed, and tax already assessed can generally be collected for 10 years after assessment. Asset records have a longer period. Wyoming requires the records behind its license fee for three years, and Delaware and New Mexico require some records, such as the member list, for as long as the LLC exists.

Can I keep everything on my laptop in Egypt?

Yes, if you can meet the IRS's production rule. Records kept outside the US must be delivered within 60 days of an IRS request, with translations within 30 days of a request for them, or moved to the US within 60 days, with an index and a US custodian, and kept there. Wyoming also expects the records behind its license fee to be kept at the LLC's principal place of business. Keep a backup somewhere other than the laptop.

My LLC had no income. What do I keep?

Keep the records of money that moved between you and the LLC, including formation costs you paid and any money you deposited. Form 5472 reports amounts connected with the entity's formation, contributions and distributions, so a year without income can still have a filing and the records behind it.

Next steps

• Set up the company file now. One folder for the documents that define the company, and one for each tax year with bank statements, the transfer record, invoices, receipts and the filed Form 5472 with proof of filing.
• Record transfers as they happen. A line with the date, the amount in US dollars and the purpose is quick to write at the time and harder to rebuild from statements later.
• Put the deadlines in your calendar. The annual compliance calendar lists the IRS and state dates.
• Ask an accountant whether the IRS can still assess or collect for a given year before you discard anything from it.

If you form with Foundlie, the formation documents, EIN letter and operating agreement are delivered to a private portal from which you can download them at any time. Keep your own backup as well. The US formation service and the pricing page set out what is included.

This article provides general educational information and is not tax or legal advice. IRS rules, state statutes and provider policies change; check the current official source or consult a qualified professional for your situation.