Is this you?
This guide covers one specific setup:
- A multi-member LLC formed in a US state — Wyoming, Delaware, New Mexico, wherever
- Every member is a non-US person
- The business operates outside the US — that's where you work, where your customers are, where the books are kept
- No US customers, no US employees, no US office or warehouse
If that's you, keep reading. If you have a single-member LLC, or any US-based activity at all, the rules are different enough that this guide will mislead you.
The short answer
You almost certainly owe no US income tax. You still have to file a return every year.
Those are two separate questions, and conflating them is the single most expensive mistake in this setup. The penalty for filing late has nothing to do with how much tax you owe. It is charged per partner, per month — so a partnership that owes zero can still run up thousands of dollars in penalties for a return nobody thought was necessary.
Two rules do the work here:
A partnership never pays US income tax itself. Income passes through to the members, who are taxed in their own right. That's true of every partnership, everywhere, always.
Your members aren't taxed either — because there's no US-connected income. Non-US persons are taxed by the US on income effectively connected with a US trade or business, and on certain US-source income. If the business runs entirely outside the US, there generally isn't any.
So the tax is zero. The filing is not optional.
What you file
| Form 1065 | The partnership's US tax return. Every year. |
| Schedule K-1 | One for each member, issued with the return. |
That's usually the whole filing.
What you don't file
| Schedules K-2 / K-3 | Most small partnerships qualify for an exception — see below. |
| Forms 8804 / 8805 | Only required if the business has US-connected income. |
| Forms 1042 / 1042-S | Interest from a US business bank account is generally tax-exempt for non-US members. |
| Form 1040-NR | Members with no US income don't file personal US returns. |
| FBAR | Only if the LLC itself holds non-US bank accounts — see below. |
| Forms 8938, 5472 | Generally don't apply to a multi-member LLC with no US owners. |
The K-2/K-3 exception
Schedules K-2 and K-3 report international tax details, and they're a lot of work. From tax year 2024, a partnership is excused from them if it meets all four of:
- Total receipts under $250,000
- Total assets at year end under $1 million
- Schedules K-1 filed and given to members on time
- Not required to file Schedule M-3
Most businesses in this situation clear that comfortably. Note the third condition — getting K-1s out on time isn't just housekeeping, it's what keeps the exception available.
Be careful with the other K-2/K-3 exception you'll find online, the "domestic filing exception." It requires that every member be a US person, so it is not available to you. Some preparers claim it anyway.
Your deadlines
| March 15 | The standard due date for a partnership return. |
| June 15 | Your actual due date. If the LLC's books and records are kept outside the US, you get an automatic three-month extension. There is no form to file to claim it. |
| September 15 | If you need longer, Form 7004 filed by June 15 buys three more months. |
September 15 is the end of the road — there's no extension past it.
The automatic extension has a catch. It isn't truly automatic in the sense of requiring nothing. A statement must be attached to the return confirming the partnership qualifies — that its books and records are kept outside the United States. Leave the statement off and the extension was never established, which means a June filing was late all along. Any competent preparer attaches it as a matter of course. Ask yours whether they do.
What changes the answer
Any of these and this guide no longer describes you:
- The business starts earning money from US customers, or through US-based activity. This is the big one. It creates US-connected income, which brings withholding obligations for the partnership and personal US returns for every member.
- A US person joins as a member. Changes the reporting picture immediately.
- The LLC opens a bank account outside the US. A US LLC is a US person for foreign-account reporting. If the LLC's non-US accounts total more than $10,000 at any point in the year — measured at the highest balance, added across all accounts, counting accounts it can merely sign on — an FBAR is required.
- Receipts pass $250,000 or assets pass $1 million. You lose the K-2/K-3 exception.
- A member needs the K-3 information for a filing in their own country.
If you haven't been filing
Filing a return starts the clock the IRS has to examine that year. A year where no return was ever filed has no clock at all — it stays open indefinitely. There's no point at which an unfiled year becomes safe just by getting old.
That cuts both ways, and the practical upshot is straightforward: it's much cheaper to file a late or zero return now than to leave the year open forever. If you've missed years, that's a fixable problem, and fixing it is usually less painful than people expect.
Not sure this is your situation?
Every fact pattern is a little different. Tell us yours and we'll tell you what you actually have to file.
Talk to usThis guide is general information about US federal tax rules, current as of August 6, 2026. It is not tax advice, does not take your specific circumstances into account, and reading it does not create a client relationship. Tax rules change and the details of your situation matter — get advice on your own facts before you act or decide not to.