U.S. Individual Income Tax Return

Instructions for Form 5471
(Rev. December 2012)

Department of the Treasury
Internal Revenue Service

(Use with the December 2012 revisions of Form 5471, and Schedules J, M, and O.)
Information Return of U.S. Persons
With Respect to Certain Foreign Corporations
Section references are to the Internal Revenue
Code unless otherwise noted.

Future Developments

For the latest information about
developments related to Form 5471, its
schedules, and its instructions, such as
legislation enacted after they were
published, go to www.irs.gov/form5471.

What's New

Line 1(b)(2) is used to request the
reference ID number of the foreign
corporation and must be completed for tax
years beginning in 2012. This entry space
was optional in 2011. See the instructions
for line 1b(2) for details.
Reference ID numbers are also
requested on Schedules J, M, and O.
Schedule G has been expanded to
include questions 6, 7, and 8, addressing
reportable transactions and new rules
relating to foreign taxes disqualified under
section 901(m) or constituting a splitting
event under section 909.
Schedule I has been expanded to
report name and identifying number of
Category 4 and 5 filers.
The American Taxpayer Relief Act of
2012 has extended the temporary
exceptions for certain “active financing
income” from subpart F foreign personal
holding company income, foreign base
company services income, and insurance
income. The exceptions now apply to tax
years of foreign corporations beginning
after December 31, 1998, and before
January 1, 2014, and to tax years of U.S.
shareholders with or within which any
such tax years of foreign corporations
end. For more information, see the
instructions for Worksheet A beginning on
page 8.
The American Taxpayer Relief Act of
2012 has extended the look-through rule
of section 954(c)(6). The rule now applies
to tax years of foreign corporations
beginning after December 31, 2005, and
before January 1, 2014, and to tax years
of U.S. shareholders with or within which
such tax years of the foreign corporations
end. Continue to exclude the applicable
types of income specified in section
954(c)(6) from Worksheet A, line 1a for
the time period specified in the previous
sentence.

Jan 18, 2013

General Instructions
Purpose of Form

Form 5471 is used by certain U.S. citizens
and residents who are officers, directors,
or shareholders in certain foreign
corporations. The form and schedules are
used to satisfy the reporting requirements
of sections 6038 and 6046, and the
related regulations.

Who Must File

Generally, all U.S. persons described in
Categories of Filers below must complete
the schedules, statements, and/or other
information requested in the chart, Filing
Requirements for Categories of Filers, on
page 2. Read the information for each
category carefully to determine which
schedules, statements, and/or information
apply.
If the filer is described in more than one
filing category, do not duplicate
information. However, complete all items
that apply. For example, if you are the sole
owner of a controlled foreign corporation
(CFC) (i.e., you are described in
Categories 4 and 5), complete all four
pages of Form 5471 and separate
Schedules J and M.
Note. Complete a separate Form 5471
and all applicable schedules for each
applicable foreign corporation.

When and Where To File

Attach Form 5471 to your income tax
return (or, if applicable, partnership or
exempt organization return) and file both
by the due date (including extensions) for
that return.

Categories of Filers
Category 1 Filer

This filing requirement has been repealed
by section 413(c)(26) of the American
Jobs Creation Act of 2004, which repealed
section 6035.

Category 2 Filer

This includes a U.S. citizen or resident
who is an officer or director of a foreign
corporation in which a U.S. person
(defined below) has acquired (in one or
more transactions):
Cat. No. 49959G

1. Stock which meets the 10% stock
ownership requirement (described below)
with respect to the foreign corporation or
2. An additional 10% or more (in value
or voting power) of the outstanding stock
of the foreign corporation.
A U.S. person has acquired stock in a
foreign corporation when that person has
an unqualified right to receive the stock,
even though the stock is not actually
issued. See Regulations section
1.6046-1(f)(1) for more details.
Stock ownership requirement. For
purposes of Category 2 and Category 3,
the stock ownership threshold is met if a
U.S. person owns:
1. 10% or more of the total value of
the foreign corporation's stock or
2. 10% or more of the total combined
voting power of all classes of stock with
voting rights.
U.S. person. For purposes of Category 2
and Category 3, a U.S. person is:
1. A citizen or resident of the United
States,
2. A domestic partnership,
3. A domestic corporation, and
4. An estate or trust that is not a
foreign estate or trust defined in section
7701(a)(31).
See Regulations section 1.6046-1(f)(3)
for exceptions.

Category 3 Filer

This category includes:
A U.S. person (defined above) who
acquires stock in a foreign corporation
which, when added to any stock owned on
the date of acquisition, meets the 10%
stock ownership requirement (described
above) with respect to the foreign
corporation;
A U.S. person who acquires stock
which, without regard to stock already
owned on the date of acquisition, meets
the 10% stock ownership requirement with
respect to the foreign corporation;
A person who is treated as a U.S.
shareholder under section 953(c) with
respect to the foreign corporation;
A person who becomes a U.S. person
while meeting the 10% stock ownership
requirement with respect to the foreign
corporation; or

A U.S. person who disposes of
sufficient stock in the foreign corporation
to reduce his or her interest to less than
the stock ownership requirement.
For more information, see section 6046
and Regulations section 1.6046-1.

Category 4 Filer

This includes a U.S. person who had
control (defined below) of a foreign
corporation for an uninterrupted period of
at least 30 days during the annual
accounting period of the foreign
corporation.

U.S. person. For purposes of
Category 4, a U.S. person is:
1. A citizen or resident of the United
States;
2. A nonresident alien for whom an
election is in effect under section 6013(g)
to be treated as a resident of the United
States;
3. An individual for whom an election
is in effect under section 6013(h), relating
to nonresident aliens who become
residents of the United States during the
tax year and are married at the close of
the tax year to a citizen or resident of the
United States;
4. A domestic partnership;
5. A domestic corporation; and
6. An estate or trust that is not a
foreign estate or trust defined in section
7701(a)(31).

See Regulations section 1.6038-2(d)
for exceptions.
Control. A U.S. person has control of a
foreign corporation if, at any time during
that person's tax year, it owns stock
possessing:
1. More than 50% of the total
combined voting power of all classes of
stock of the foreign corporation entitled to
vote or
2. More than 50% of the total value of
shares of all classes of stock of the foreign
corporation.
A person in control of a corporation
that, in turn, owns more than 50% of the
combined voting power, or the value, of all
classes of stock of another corporation is
also treated as being in control of such
other corporation.
Example. Corporation A owns 51% of
the voting stock in Corporation B.
Corporation B owns 51% of the voting
stock in Corporation C. Corporation C
owns 51% of the voting stock in
Corporation D. Therefore, Corporation D
is controlled by Corporation A.
For more details on “control,” see
Regulations sections 1.6038-2(b) and (c).

Category 5 Filer

This includes a U.S. shareholder who
owns stock in a foreign corporation that is
a CFC for an uninterrupted period of 30
days or more during any tax year of the
foreign corporation, and who owned that
stock on the last day of that year.

Filing Requirements for Categories of Filers
Required Information*
The identifying information on page 1 of Form 5471
above Schedule A, see Specific Instructions

1

Category of Filer
2
3
4
5
⻫

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Schedule A

⻫

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Schedule B

⻫

⻫

Schedules C, E, and F

⻫

⻫

⻫

⻫

⻫

Schedule H

⻫

⻫

Schedule I

⻫

⻫

Separate Schedule J

⻫

⻫

Separate Schedule M

⻫

Schedule G

Separate Schedule O, Part I

⻫

⻫

⻫
⻫

Separate Schedule O, Part II
*See also Additional Filing Requirements on page 3.

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⻫

U.S. shareholder. For purposes of
Category 5, a U.S. shareholder is a U.S.
person who:
1. Owns (directly, indirectly, or
constructively, within the meaning of
sections 958(a) and (b)) 10% or more of
the total combined voting power of all
classes of voting stock of a CFC or
2. Owns (either directly or indirectly,
within the meaning of section 958(a)) any
stock of a CFC (as defined in sections
953(c)(1)(B) and 957(b)) that is also a
captive insurance company.
U.S. person. For purposes of
Category 5, a U.S. person is:
1. A citizen or resident of the United
States,
2. A domestic partnership,
3. A domestic corporation, and
4. An estate or trust that is not a
foreign estate or trust defined in
section 7701(a)(31).
See section 957(c) for exceptions.
CFC. A CFC is a foreign corporation that
has U.S. shareholders that own (directly,
indirectly, or constructively, within the
meaning of sections 958(a) and (b)) on
any day of the tax year of the foreign
corporation, more than 50% of:
1. The total combined voting power of
all classes of its voting stock or
2. The total value of the stock of the
corporation.

Exceptions From Filing
Multiple filers of same information.
One person may file Form 5471 and the
applicable schedules for other persons
who have the same filing requirements. If
you and one or more other persons are
required to furnish information for the
same foreign corporation for the same
period, a joint information return that
contains the required information may be
filed with your tax return or with the tax
return of any one of the other persons. For
example, a U.S. person described in
Category 5 may file a joint Form 5471 with
a Category 4 or another Category 5 filer.
However, for Category 3 filers, the
required information may only be filed by
another person having an equal or greater
interest (measured in terms of value or
voting power of the stock of the foreign
corporation).
The person that files Form 5471 must
complete Item D on page 1 of the form. All
persons identified in Item D must attach a
statement to their income tax return that
includes the information described in the
instructions for Item D.
Domestic corporations. Shareholders
are not required to file the information
checked in the chart on this page for a
Instructions for Form 5471

foreign insurance company that has
elected (under section 953(d)) to be
treated as a domestic corporation and has
filed a U.S. income tax return for its tax
year under that provision. See Rev. Proc.
2003-47, 2003-28 I.R.B. 55, for procedural
rules regarding the election under section
953(d).
Members of consolidated groups. A
Category 4 filer is not required to file Form
5471 for a corporation defined in section
1504(d) that files a consolidated return for
the tax year.
Constructive owners.
A U.S. person described in Category 3,
4, or 5 does not have to file Form 5471 if
all of the following conditions are met:
1. The U.S. person does not own a
direct interest in the foreign corporation,
2. The U.S. person is required to
furnish the information requested solely
because of constructive ownership (as
determined under Regulations section
1.6038-2(c) or 1.6046-1(i)) from another
U.S. person, and
3. The U.S. person through which the
indirect shareholder constructively owns
an interest in the foreign corporation files
Form 5471 to report all of the required
information.
No statement is required to be attached
to tax returns for persons claiming the
constructive ownership exception.
A Category 2 filer does not have to file
Form 5471 if:
1. Immediately after a reportable
stock acquisition, three or fewer U.S.
persons own 95% or more in value of the
outstanding stock of the foreign
corporation and the U.S. person making
the acquisition files a return for the
acquisition as a Category 3 filer or
2. The U.S. person(s) for which the
Category 2 filer is required to file Form
5471 does not directly own an interest in
the foreign corporation but is required to
furnish the information solely because of
constructive stock ownership from a U.S.
person and the person from whom the
stock ownership is attributed furnishes all
of the required information.
A Category 4 or 5 filer does not have to
file Form 5471 if the shareholder:
1. Does not own a direct or indirect
interest in the foreign corporation and
2. Is required to file Form 5471 solely
because of constructive ownership from a
nonresident alien.

Additional Filing
Requirements
Category 3 filers. Category 3 filers must
attach a statement that includes:
Instructions for Form 5471

1. The amount and type of any
indebtedness the foreign corporation has
with the related persons described in
Regulations section 1.6046-1(b)(11) and
2. The name, address, identifying
number, and number of shares subscribed
to by each subscriber to the foreign
corporation's stock.
Foreign sales corporations (FSCs).
Category 2 and Category 3 filers who
are shareholders, officers, and directors of
a FSC (as defined in section 922, as in
effect before its repeal) must file Form
5471 and separate Schedule O to report
changes in the ownership of the FSC.
Category 4 and 5 filers are not subject
to the subpart F rules for:
1. Exempt foreign trade income,
2. Deductions that are apportioned or
allocated to exempt foreign trade income,
3. Nonexempt foreign trade income
(other than section 923(a)(2) nonexempt
income, within the meaning of
section 927(d)(6), as in effect before its
repeal), and
4. Any deductions that are
apportioned or allocated to the nonexempt
foreign trade income described above.
Category 4 and 5 filers are subject to
the subpart F rules for:
1. All other types of FSC income
(including section 923(a)(2) nonexempt
income within the meaning of
section 927(d)(6), as in effect before its
repeal),
2. Investment income and carrying
charges (as defined in sections 927(c) and
927(d)(1), as in effect before their repeal),
and
3. All other FSC income that is not
foreign trade income or investment
income or carrying charges.
Category 4 and 5 filers are not required
to file a Form 5471 (in order to satisfy the
requirements of section 6038) if the FSC
has filed a Form 1120-FSC. See
Temporary Regulations section
1.921-1T(b)(3). However, these filers may
be required to file Form 5471 if they are
subject to the subpart F rules with respect
to certain types of FSC income (see
above).
Section 338 election. If a section 338
election is made with respect to a qualified
stock purchase of a foreign target
corporation for which a Form 5471 must
be filed:
A purchaser (or its U.S. shareholder)
must attach a copy of Form 8883, Asset
Allocation Statement Under Section 338,
to the first Form 5471 for the new foreign
target corporation. See the Instructions for
Form 8883 for details.

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A seller (or its U.S. shareholder) must
attach a copy of Form 8883 to the last
Form 5471 for the old foreign target
corporation.
Reportable transaction disclosure
statement. If a U.S. shareholder of a
CFC is considered to have participated in
a reportable transaction under the rules of
Regulations section 1.6011-4(c)(3)(i)(G),
the shareholder is required to disclose
information for each reportable
transaction. Form 8886, Reportable
Transaction Disclosure Statement, must
be filed for each tax year indicated in
Regulations section 1.6011-4(c)(3)(i)(G).
The following are reportable transactions.
1. Any listed transaction, which is a
transaction that is the same as or
substantially similar to one of the types of
transactions that the IRS has determined
to be a tax avoidance transaction and
identified by notice, regulation, or other
published guidance as a listed
transaction.
2. Any transaction offered under
conditions of confidentiality for which the
corporation (or a related party) paid an
advisor a fee of at least $250,000.
3. Certain transactions for which the
corporation (or a related party) has
contractual protection against
disallowance of the tax benefits.
4. Certain transactions resulting in a
loss of at least $10 million in any single
year or $20 million in any combination of
years.
5. Any transaction identified by the
IRS by notice, regulation, or other
published guidance as a “transaction of
interest.” See Notice 2009-55, 2009-31
I.R.B. 170.
For more information, see Regulations
section 1.6011-4. Also see the Instructions
for Form 8886.
Penalties. The U.S. shareholder may
have to pay a penalty if it is required to
disclose a reportable transaction under
section 6011 and fails to properly
complete and file Form 8886. Penalties
may also apply under section 6707A if the
U.S. shareholder fails to file Form 8886
with its income tax return, fails to provide a
copy of Form 8886 to the Office of Tax
Shelter Analysis (OTSA), or files a form
that fails to include all the information
required (or includes incorrect
information). Other penalties, such as an
accuracy-related penalty under section
6662A, may also apply. See the
Instructions for Form 8886 for details on
these and other penalties.
Reportable transactions by material
advisors. Material advisors to any
reportable transaction must disclose
certain information about the reportable
transaction by filing Form 8918, Material

Advisor Disclosure Statement, with the
IRS. For details, see the Instructions for
Form 8918.
Reporting other foreign financial assets. If you have other foreign financial
assets, you may be required to file Form
8938, Statement of Specified Foreign
Financial Assets. However, you are not
required to report any items otherwise
reported on Form 5471 on that form. See
the Instructions for Form 8938 for more
information.

Penalties
Failure to file information required by
section 6038(a) (Form 5471 and
Schedule M).
A $10,000 penalty is imposed for each
annual accounting period of each foreign
corporation for failure to furnish the
required information within the time
prescribed. If the information is not filed
within 90 days after the IRS has mailed a
notice of the failure to the U.S. person, an
additional $10,000 penalty (per foreign
corporation) is charged for each 30-day
period, or fraction thereof, during which
the failure continues after the 90-day
period has expired. The additional penalty
is limited to a maximum of $50,000 for
each failure.
Any person who fails to file or report all
of the information required within the time
prescribed will be subject to a reduction of
10% of the foreign taxes available for
credit under sections 901, 902, and 960. If
the failure continues 90 days or more after
the date the IRS mails notice of the failure
to the U.S. person, an additional 5%
reduction is made for each 3-month
period, or fraction thereof, during which
the failure continues after the 90-day
period has expired. See section 6038(c)
(2) for limits on the amount of this penalty.
Failure to file information required by
section 6046 and the related regulations (Form 5471 and
Schedule O). Any person who fails to file
or report all of the information requested
by section 6046 is subject to a $10,000
penalty for each such failure for each
reportable transaction. If the failure
continues for more than 90 days after the
date the IRS mails notice of the failure, an
additional $10,000 penalty will apply for
each 30-day period or fraction thereof
during which the failure continues after the
90-day period has expired. The additional
penalty is limited to a maximum of
$50,000.
Criminal penalties. Criminal penalties
under sections 7203, 7206, and 7207 may
apply for failure to file the information
required by sections 6038 and 6046.
Note. Any person required to file

Form 5471 and Schedule J, M, or O who
agrees to have another person file the
form and schedules for him or her may be
subject to the above penalties if the other
person does not file a correct and proper
form and schedule.
Section 6662(j). Penalties may be
imposed for undisclosed foreign financial
asset understatements. No penalty will be
imposed with respect to any portion of an
underpayment if the taxpayer can
demonstrate that the failure to comply was
due to reasonable cause with respect to
such portion of the underpayment and the
taxpayer acted in good faith with respect
to such portion of the underpayment. See
sections 6662(j) and 6664(c) for additional
information.

Other Reporting
Requirements
Reporting exchange rates on Form
5471. When translating amounts from
functional currency to U.S. dollars, you
must use the method specified in these
instructions. For example, when
translating amounts to be reported on
Schedule E, you generally must use the
average exchange rate as defined in
section 986(a). But, regardless of the
specific method required, all exchange
rates must be reported using a “divide-by
convention” rounded to at least four
places. That is, the exchange rate must be
reported in terms of the amount by which
the functional currency amount must be
divided in order to reflect an equivalent
amount of U.S. dollars. As such, the
exchange rate must be reported as the
units of foreign currency that equal one
U.S. dollar, rounded to at least four
places. Do not report the exchange rate
as the number of U.S. dollars that equal
one unit of foreign currency.
Note. You must round the result to more
than four places if failure to do so would
materially distort the exchange rate or the
equivalent amount of U.S. dollars.
Example. During its annual
accounting period, the foreign corporation
paid income taxes of 30,255,400 Yen to
Japan. The Schedule E instructions
specify that the foreign corporation must
translate these amounts into U.S. dollars
at the average exchange rate for the tax
year to which the tax relates in
accordance with the rules of section
986(a). The average exchange rate is
118.5050 Japanese Yen to 1 U.S. dollar
(0.00843846) U.S. dollars to 1 Japanese
Yen). The foreign corporation divides
30,255,400 Yen by 118.5050 to determine
the U.S. dollar amount to enter in column
(d) of Schedule E. Line 2 of Schedule E is
to be completed as follows: Enter “Japan”
in column (a), “30,255,400” in column (b),
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“118.5050” in column (c), and “255,309” in
column (d).

Computer-Generated
Form 5471 and Schedules

A computer-generated Form 5471 and its
schedules may be filed if they conform to
and do not deviate from the official form
and schedules. Generally, all
computer-generated forms must receive
prior approval from the IRS and are
subject to an annual review.
Requests for approval may be
submitted electronically to
substituteforms@irs.gov, or requests may
be mailed to: Internal Revenue Service,
Attention: Substitute Forms Program,
SE:W:CAR:MP:T:T:SP, 1111 Constitution
Avenue, NW, IR-6526, Washington, DC
20224.
Important: Be sure to attach the approval
letter to Form 5471.
Every year, the IRS issues a revenue
procedure to provide guidance for filers of
computer-generated forms. In addition,
every year the IRS issues Pub. 1167,
General Rules and Specifications For
Substitute Forms and Schedules, which
reprints the most recent applicable
revenue procedure. Pub. 1167 is available
on the IRS website at IRS.gov.

Dormant Foreign Corporations
Rev. Proc. 92-70, 1992-2 C.B. 435,
provides a summary filing procedure for
filing Form 5471 for a dormant foreign
corporation (defined in sec. 3 of Rev.
Proc. 92-70). This summary filing
procedure will satisfy the reporting
requirements of sections 6038 and 6046.

If you elect the summary procedure,
complete only page 1 of Form 5471 for
each dormant foreign corporation as
follows:
The top margin of the summary return
must be labeled “Filed Pursuant to Rev.
Proc. 92-70 for Dormant Foreign
Corporation.”
Include filer information such as name
and address, Items A through C, and tax
year.
Include corporate information such as
the dormant corporation's annual
accounting period (below the title of the
form) and Items 1a, 1b, 1c, and 1d.
For more information, see Rev. Proc.
92-70.
File this summary return in the manner
described in When and Where To File,
earlier.

Treaty-Based Return Positions

You are generally required to file
Form 8833, Treaty-Based Return Position
Disclosure Under Section 6114 or
7701(b), to disclose a return position that
any treaty of the United States (such as an
Instructions for Form 5471

income tax treaty, an estate and gift tax
treaty, or a friendship, commerce, and
navigation treaty):
Overrides or modifies any provision of
the Internal Revenue Code and
Causes, or potentially causes, a
reduction of any tax incurred at any time.
See Form 8833 for exceptions.
Failure to make a required disclosure
may result in a $1,000 penalty ($10,000
for a C corporation). See section 6712.

Section 362(e)(2)(C) Elections

The transferor and transferee in certain
section 351 transactions may make a joint
election under section 362(e)(2)(C) to limit
the transferor's basis in the stock received
instead of the transferee's basis in the
transferred property. The election is made
by a statement as provided in Notice
2005-70, 2005-41 I.R.B. 694, and
regulations under section 362(e)(2).

!

Do not attach the statement
described above to Form 5471.

CAUTION

Section 108(i) Elections

The controlling domestic shareholder(s) of
a CFC may make the election under
section 108(i) to defer recognizing
discharge of indebtedness income in
certain situations. The election is made by
a statement as provided in Rev. Proc.
2009-37, 2009-36 I.R.B. 309.

!

Do not attach the statement
described above to Form 5471.

CAUTION

Corrections to Form 5471

If you file a Form 5471 that you later
determine is incomplete or incorrect, file a
corrected Form 5471 with an amended tax
return, using the amended return
instructions for the return with which you
originally filed Form 5471. Write
"corrected" at the top of the form and
attach a statement identifying the
changes.

Specific Instructions
Important: If the information required in a
given section exceeds the space provided
within that section, do not write “see
attached” in the section and then attach all
of the information on additional sheets.
Instead, complete all entry spaces in the
section and attach the remaining
information on additional sheets. The
additional sheets must conform with the
IRS version of that section.

Identifying Information
Annual Accounting Period

Enter, in the space provided below the title
of Form 5471, the annual accounting
Instructions for Form 5471

period of the foreign corporation for which
you are furnishing information. Except for
information contained on Schedule O,
report information for the tax year of the
foreign corporation that ends with or within
your tax year. When filing Schedule O,
report acquisitions, dispositions, and
organizations or reorganizations that
occurred during your tax year.
Specified foreign corporation. The
annual accounting period of a specified
foreign corporation is generally required to
be the tax year of the corporation's
majority U.S. shareholder. If there is more
than one majority shareholder, the
required tax year will be the tax year that
results in the least aggregate deferral of
income to all U.S. shareholders of the
foreign corporation.
A specified foreign corporation is any
foreign corporation:
1. That is treated as a CFC under
subpart F and
2. In which more than 50% of the total
voting power or value of all classes of
stock of the corporation is treated as
owned by a U.S. shareholder.
For more information, see section 898
and Rev. Procs. 2002-37, 2002-22 I.R.B.
1030, and 2002-39, 2002-22 I.R.B. 1046,
as modified by Notice 2002-72, 2002-46
I.R.B. 843.

Name Change

If the name of either the person filing the
return or the corporation whose activities
are being reported changed within the
past 3 years, show the prior name(s) in
parentheses after the current name.

Address

Include the suite, room, or other unit
number after the street address. If the post
office does not deliver mail to the street
address and the U.S. person has a P.O.
box, show the box number instead.
Foreign address. Enter the information
in the following order: city, province or
state, and country. Follow the country's
practice for entering the postal code, if
any. Do not abbreviate the country name.

Item A—Identifying Number

The identifying number of an individual is
his or her social security number (SSN).
The identifying number of all others is their
employer identification number (EIN). If a
U.S. corporation that owns stock in a
foreign corporation is a member of a
consolidated group, list the common
parent as the person filing the return and
enter its EIN in Item A. Identify only the
direct owners in Item D who are also
members of the consolidated group;
constructive owners who are also
members of the consolidated group are
not required to be listed.
-5-

Item B—Category of Filer

Complete Item B to indicate the category
or categories that describe the person
filing this return. If more than one category
applies, check all boxes that apply.

Item C—Percentage of Voting
Stock Owned

Enter the total percentage of the foreign
corporation's voting stock you owned
directly, indirectly, or constructively at the
end of the corporation's annual accounting
period.

Item D—Person(s) on Whose
Behalf This Information Return
Is Filed

The person that files the required
information on behalf of other persons
must complete Item D. See Multiple filers
of same information, earlier. In addition, a
separate Schedule I must be filed for each
person described in Category 4 or 5.

Except for members of the filer's
consolidated return group and those
persons claiming the constructive
ownership exception, all persons identified
in Item D must attach a statement to their
tax returns that includes the following
information:
A statement that their filing
requirements have been or will be
satisfied;
The name, address, and identifying
number of the return with which the
information was or will be filed; and
The IRS Service Center where the
return was or will be filed. If the return was
or will be filed electronically, enter “e-file.”

Item 1b(2)—Reference ID
Number

A reference ID number (defined below) is
required on line 1b(2) only in cases where
no EIN was entered on line 1b(1) for the
foreign corporation. However, filers are
permitted to enter both an EIN on
line 1b(1) and a reference ID number on
line 1b(2). If applicable, enter the
reference ID number you have assigned to
the foreign corporation identified on
line 1a.
A "reference ID number" is a number
established by or on behalf of the U.S.
person identified at the top of page 1 of
the form that is assigned to a foreign
corporation with respect to which Form
5471 reporting is required. These
numbers are used to uniquely identify the
foreign corporation in order to keep track
of the corporation from tax year to tax
year.
The reference ID number must meet
the requirements set forth below.
Note. Because reference ID numbers are
established by or on behalf of the U.S.

person filing Form 5471, there is no need
to apply to the IRS to request a reference
ID number or for permission to use these
numbers.
Note. The reference ID number assigned
to a foreign corporation on Form 5471
generally has relevance only on Form
5471 and its schedules and should
generally not be used with respect to that
foreign corporation on any other IRS tax
form. However, the foreign corporation’s
reference ID number should also be
entered on Form 8858 if the foreign
corporation is listed as a tax owner of a
foreign disregarded entity (FDE) on Form
8858. See the instructions for Form 8858,
line 3c(2) for more information.
Requirements. The reference ID number
that is entered in item 1b(2) must be
alphanumeric and no special characters or
spaces are permitted. The length of a
given reference ID number is limited to 50
characters.
The same reference ID number must
be used consistently from tax year to tax
year with respect to a given foreign
corporation. If for any reason a reference
ID number falls out of use (for example,
the foreign corporation no longer exists
due to disposition or liquidation), the
reference ID number used for that foreign
corporation cannot be used again for
another foreign corporation for purposes
of Form 5471 reporting.
There are some situations that warrant
correlation of a new reference ID number
with a previous reference ID number when
assigning a new reference ID number to a
foreign corporation. For example:
In the case of a merger or acquisition, a
Form 5471 filer must use a reference ID
number which correlates the previous
reference ID number with the new
reference ID number assigned to the
foreign corporation.
In the case of an entity classification
election that is made on behalf of a foreign
corporation on Form 8832, Regulations
section 301.6109-1(b)(2)(v) requires the
foreign corporation to have an EIN for this
election. For the first year that Form 5471
is filed after an entity classification election
is made on behalf of the foreign
corporation on Form 8832, the new EIN
must be entered on line 1b(1) of Form
5471 and the old reference ID number
must be entered on line 1b(2). In
subsequent years, the Form 5471 filer
may continue to enter both the EIN on
line 1b(1) and the reference ID number on
line 1b(2), but must enter at least the EIN
on line 1b(1).
You must correlate the reference ID
numbers as follows: New reference ID
number [space] Old reference ID number.
If there is more than one old reference ID
number, you must enter a space between

each such number. As indicated above,
the length of a given reference ID number
is limited to 50 characters and each
number must be alphanumeric and no
special characters are permitted.
Note. This correlation requirement
applies only to the first year the new
reference ID number is used.

Items 1f and 1g—Principal
Business Activity

Enter the principal business activity code
number and the description of the activity
from the list beginning on page 16.

Item 1h—Functional Currency

Enter the foreign corporation's functional
currency. Regulations sections
1.6038-2(h) and 1.6046-1(g) require that
certain amounts be reported in U.S.
dollars and/or in the foreign corporation's
functional currency. The specific
instructions for the affected schedules
state these requirements.
Special rules apply for foreign
corporations that use the U.S. dollar
approximate separate transactions
method of accounting (DASTM) under
Regulations section 1.985-3. See the
instructions for Schedule C and
Schedule H.

Schedule B

Category 3 and 4 filers must complete
Schedule B for U.S. persons that owned
(at any time during the annual accounting
period), directly or indirectly through
foreign entities, 10% or more in value or
voting power of any class of the
corporation's outstanding stock.

Accounting Principles Board and
Statement No. 16 of the Financial
Accounting Standards Board).
Line 20. Enter the income, war profits,
and excess profits taxes deducted in
accordance with U.S. GAAP.
Important: Differences between this
functional currency amount and the
amount of taxes that reduce U.S. E&P
should be accounted for on line 2g of
Schedule H.

Schedule E

List income, war profits, and excess profits
taxes paid or accrued to the United States
and to any foreign country or U.S.
possession for the annual accounting
period. Report these amounts in column
(b) in the local currency in which the taxes
are payable. Translate these amounts into
U.S. dollars at the average exchange rate
for the tax year to which the tax relates
unless one of the exceptions below
applies. See section 986(a).
Exceptions. If one of the following
exceptions applies, use the exchange rate
in effect on the date you paid the tax.
1. The tax is paid before the
beginning of the year to which the tax
relates.
2. For tax years beginning after
December 31, 2004, there is an election in
effect under section 986(a)(1)(D) to
translate foreign taxes attributable to the
CFC using the exchange rate in effect on
the date of payment.

Column (e). Enter each shareholder's
allocable percentage of the foreign
corporation's subpart F income.

Enter the exchange rate used in
column (c). Report the exchange rate
using the “divide-by convention” specified
under Reporting Exchange Rates on Form
5471, earlier. Enter the translated dollar
amount in column (d).

Schedule C

Schedule F

If the foreign corporation uses the U.S.
dollar approximate separate transactions
method of accounting (DASTM) under
Regulations section 1.985-3, the
functional currency column should reflect
local hyperinflationary currency amounts
computed in accordance with U.S.
Generally Accepted Accounting Principles
(GAAP). The U.S. dollar column should
reflect such amounts translated into
dollars under U.S. GAAP translation rules.
Differences between this U.S. dollar
GAAP column and the U.S. dollar income
or loss figured for tax purposes under
Regulations section 1.985-3(c) should be
accounted for on Schedule H. See
Schedule H, Special rules for DASTM,
below.

Line 19. The terms “extraordinary items”
and “prior period adjustments” have the
same meaning given to them by U.S.
GAAP (see Opinion No. 30 of the
-6-

If the foreign corporation uses DASTM,
the tax balance sheet on Schedule F
should be prepared and translated into
U.S. dollars according to Regulations
section 1.985-3(d), rather than U.S.
GAAP.

Schedule G
Question 1

If the foreign corporation owned at least a
10% interest, directly or indirectly, in any
foreign partnership, attach a statement
listing the following information for each
foreign partnership:
1. Name and EIN (if any) of the
foreign partnership;
2. Identify which, if any, of the
following forms the foreign partnership
filed for its tax year ending with or within

Instructions for Form 5471

the corporation's tax year: Form 1042,
1065 or 1065-B, or 8804;
3. Name of the tax matters partner (if
any); and
4. Beginning and ending dates of the
foreign partnership's tax year.

Question 3

Check the “Yes” box if the foreign
corporation is the tax owner of an FDE.
The “tax owner” of an FDE is the person
that is treated as owning the assets and
liabilities of the FDE for purposes of U.S.
income tax law.

depreciation must be figured according to
section 167. However, if 20% or more of
the foreign corporation's gross income is
from U.S. sources, depreciation must be
figured on a straight line basis according
to Regulations section 1.312-15.
Line 2f. Inventories must be taken into
account according to the rules of
sections 471 (incorporating the provisions
of section 263A) and 472 and the related
regulations.
Line 2g. See the instructions for
Schedule C, line 20 above.

If the foreign corporation is the tax
owner of an FDE and you are a category 4
or 5 filer of Form 5471, you are required to
attach Form 8858 to Form 5471.

Line 2h. Enter the net amount of any
additional adjustments not included on
lines 2a through 2g. List these additional
adjustments on a separate schedule.
Attach this schedule to Form 5471.

If the foreign corporation is the tax
owner of an FDE and you are not a
category 4 or 5 filer of Form 5471, you
must attach the statement described
below in lieu of Form 8858.

Line 5b. DASTM gain or (loss), reflecting
unrealized exchange gain or loss, should
be entered on line 5b only for foreign
corporations that use DASTM.

Statement in lieu of Form 8858. This
statement must list the name of the FDE,
country under whose laws the FDE was
organized, and EIN (if any) of the FDE.

Schedule H

Use Schedule H to report the foreign
corporation's current earnings and profits
(E&P) for U.S. tax purposes. Enter the
amounts on lines 1 through 5c in
functional currency.
Special rules for DASTM. If the foreign
corporation uses DASTM, enter on line 1
the dollar GAAP income or (loss) from
line 21 of Schedule C. Enter on lines 2a
through 4 the adjustments made in
figuring current E&P for U.S. tax purposes.
Report these amounts in U.S. dollars.
Enter on line 5b the DASTM gain or loss
figured under Regulations section
1.985-3(d).
Lines 2a through 2h. Certain
adjustments (required by Regulations
sections 1.964-1(b) and (c)) must be
made to the foreign corporation's line 1 net
book income or (loss) to determine its
current E&P. These adjustments may
include both positive and negative
adjustments to conform the foreign book
income to U.S. GAAP and to U.S. tax
accounting principles. If the foreign
corporation's books are maintained in
functional currency in accordance with
U.S. GAAP, enter on line 1 the functional
currency GAAP income or (loss) from
line 21 of Schedule C, rather than starting
with foreign book income, and show
GAAP-to-tax adjustments on lines 2a
through 2h.
Lines 2b and 2c. Generally,
depreciation, depletion, and amortization
allowances must be based on the
historical cost of the underlying asset, and
Instructions for Form 5471

Line 5d. Enter the line 5c functional
currency amount translated into U.S.
dollars at the average exchange rate for
the foreign corporation's tax year. See
section 989(b). Report the exchange rate
using the “divide-by convention” specified
under Reporting Exchange Rates on Form
5471, earlier. If the foreign corporation
uses DASTM, enter on line 5d the same
amount entered on line 5c.
Blocked income. The E&P of the foreign
corporation, as reflected on Schedule H,
must not be reduced by all or any part of
such E&P that could not have been
distributed by the foreign corporation due
to currency or other restrictions or
limitations imposed under the laws of any
foreign country.

Schedule I

Use Schedule I to report in U.S. dollars the
U.S. shareholder's pro rata share of
income from the foreign corporation
reportable under subpart F and other
income realized from a corporate
distribution.
Note. A separate Schedule I must be
filed by each Category 4 or 5 U.S.
shareholder for whom reporting is
furnished on this Form 5471.

Line 1
Subpart F income. Generally, the
income of a foreign corporation with U.S.
shareholders is not taxed to those U.S.
shareholders until the income is
repatriated to the United States (e.g.,
through the payment of dividends to the
U.S. shareholders or in the form of gain on
the disposition of the U.S. shareholders'
stock in the foreign corporation). However,
this deferral of U.S. tax is not available to
U.S. shareholders of CFCs with certain
-7-

types of income, including subpart F
income. For more information, see
sections 951 and 952.
Use Worksheet A (which begins on
page 8) to compute the U.S. shareholder's
pro rata share of subpart F income of the
CFC. Subpart F income includes the
following:
Adjusted net foreign base company
income (lines 1 through 19);
Adjusted net insurance income
(line 20);
Adjusted net related person insurance
income (line 21);
International boycott income (line 22);
Illegal bribes, kickbacks, and other
payments (line 23); and
Income from a country described in
section 952(a)(5) (line 24).
Important: If the subpart F income of any
CFC for any tax year was reduced
because of the current E&P limitation (see
the instructions for line 29 of Worksheet A,
later), any excess of the E&P of the CFC
for any subsequent tax year over the
subpart F income of the CFC for the tax
year must be recharacterized as subpart F
income.

Lines 2 Through 4

Other amounts not eligible for deferral that
are reported on Schedule I include:
Earnings invested in U.S. property
(Worksheet B);
Amounts withdrawn from qualified
investments in less developed countries
and amounts withdrawn from qualified
investments in foreign base company
shipping operations (Worksheet C); and
Amounts withdrawn from investment in
export trade assets (Worksheet D).

Line 5

Enter the factoring income (as defined in
section 864(d)(1)) if no subpart F income
is reported on line 1a, Worksheet A,
because of the operation of the de minimis
rule (see lines 1a, 9, and 11 of Worksheet
A and the related instructions).

Line 6

Add lines 1 through 5. Enter the result
here and on your tax return. For a
corporate U.S. shareholder, enter the
result on Form 1120, Schedule C, line 14,
or on the comparable line of other
corporate tax returns. For a noncorporate
U.S. shareholder, enter the result on Form
1040, line 21 (Other Income), or on the
comparable line of other noncorporate tax
returns.

Line 7

Enter the dividends you received from the
foreign corporation that were not
previously taxed under subpart F in the
current year or in any prior year.

Line 8

If previously taxed E&P described in
section 959(a) or (b) was distributed, enter
the amount of foreign currency gain or
(loss) on the distribution, computed under
section 986(c). See Notice 88-71, 1988-2
C.B. 374, for rules for computing section
986(c) gain or (loss).
For a corporate U.S. shareholder,
include the gain or (loss) as “other
income” on line 10 of Form 1120, or on the
comparable line of other corporate tax
returns. For a noncorporate U.S.
shareholder, include the result as “other
income” on line 21 of Form 1040, or on the
comparable line of other noncorporate tax
returns.
Certain current year deficits of a
member of the same chain of corporations
may be considered in determining subpart
F income. See section 952(c)(1)(C).

Worksheet A
Foreign base company income.
Foreign base company income generally
does not include:
Foreign base company shipping income
as defined in former section 954(f).
Foreign personal holding company
income derived in the active conduct of a
CFC of a banking, finance, or similar
business (section 954(h)).
Certain investment income derived by a
qualifying insurance company and by
certain qualifying insurance branches
(sections 953(a)(2) and 954(i)).
Exempt insurance income under
section 953(e) or that is not treated as
foreign personal holding company income
under the active conduct of an insurance
business exception (section 954(i)); the
active conduct of a banking, financing, or
similar business exception (section
954(h)); or the securities dealer exception
(section 954(c)(2)(C)(ii)).
Line 1a. Do not include the following:
Interest from conducting a banking
business that is “export financing interest”
(section 904(d)(2)(G));
Rents and royalties from actively
conducting a trade or business received
from a person other than a “related
person” (as defined in section 954(d)(3));
and
Dividends, interest, rent or royalty
income from related corporate payors
described in section 954(c)(3). However,
see section 964(e) for an exception.
Interest income includes factoring
income arising when a person acquires a
trade or service receivable (directly or
indirectly) from a related person. The
income is treated as interest on a loan to
the obligor under section 864(d)(1) and is
generally not eligible for the de minimis,
export financing, and related party
exceptions to the inclusion of subpart F

income. Also, a trade or service receivable
acquired or treated as acquired by a CFC
from a related U.S. person is considered
an investment in U.S. property for
purposes of section 956 (Worksheet B) if
the obligor is a U.S. person.
Line 1b. Enter the excess of gains over
losses from the sale or exchange of:
Property that produces the type of
income reportable on line 1a.
An interest in a trust, partnership, or
REMIC. However, see the instructions for
line 1i for an exception that provides for
look-through treatment for certain sales of
partnership interests.
Property that does not produce any
income.
Do not include:
Income, gain, deduction, or loss from
any transaction (including a hedging
transaction) and transactions involving
physical settlement of a regular dealer in
property, forward contracts, option
contracts, and similar financial instruments
(section 954(c)(2)(C)).
Gains and losses from the sale or
exchange of any property that, in the
hands of the CFC, is property described in
section 1221(a)(1).
Line 1c. Enter the excess of gains over
losses from transactions (including
futures, forward, and similar transactions)
in any commodities. See section 954(c)(1)
(C) for exceptions. See section 954(c)(5)
for a definition and special rules relating to
commodity transactions.
Line 1d. Enter the excess of foreign
currency gains over foreign currency
losses from section 988 transactions. An
exception applies to transactions directly
related to the business needs of a CFC.
Line 1e. Enter any income equivalent to
interest, including income from
commitment fees (or similar amounts) for
loans actually made.
Line 1f. Include net income from notional
principal contracts (except a contract
entered into to hedge inventory property).
Line 1g. Include payments in lieu of
dividends that are made as required under
section 1058.
Line 1h. Enter amounts received:
Under a contract under which the
corporation is to furnish personal services
if (a) some person other than the
corporation has a right to designate (by
name or by description) the individual who
is to perform the services or (b) the
individual who is to perform the services is
designated (by name or by description) in
the contract, and
From the sale or other disposition of
such a contract.
Note. The above rules apply with respect
to amounts received for services under a
-8-

particular contract only if at some time
during the tax year 25% or more in value
of the outstanding stock of the corporation
is owned, directly or indirectly, by or for
the individual who has performed, is to
perform, or may be designated (by name
or by description) as the one to perform,
such services.
Line 1i. For tax years beginning after
December 31, 2004, in the case of any
sale by a CFC of an interest in a
partnership with respect to which the CFC
is a 25% owner (defined below), such
CFC is treated for purposes of computing
its foreign personal holding company
income as selling the proportionate share
of the assets of the partnership
attributable to such interest. Thus, the sale
of a partnership interest by a CFC that
meets the ownership threshold constitutes
subpart F income only to the extent that a
proportionate sale of the underlying
partnership assets attributable to the
partnership interest would constitute
subpart F income. Do not report these
amounts on line 1b. Instead, report them
on new line 1i.
25% owner. For purposes of these rules,
a 25% shareholder is a CFC that owns
directly 25% or more of the capital or
profits interest in a partnership. For
purposes of the preceding sentence, if a
CFC is a shareholder or partner of a
corporation or partnership, the CFC is
treated as owning directly its proportionate
share of any such capital or profits interest
held directly or indirectly by such
corporation or partnership. If a CFC is
treated as owning a capital or profits
interest in a partnership under
constructive ownership rules similar to the
rules of section 958(b), the CFC shall be
treated as owning such interest directly or
indirectly for purposes of this definition.
Line 11. De minimis rule. If the sum of
foreign base company income
(determined without regard to section
954(b)(5)) and gross insurance income
(as defined in section 954(b)(3)(C)) for the
tax year is less than the smaller of 5% of
gross income for income tax purposes, or
$1 million, then no portion of the gross
income for the tax year is treated as
foreign base company income or
insurance income. In this case, enter zero
on line 11 and skip lines 12
through 21. Otherwise, go to line 12.
Line 12. Full inclusion rule. If the sum
of foreign base company income
(determined without regard to section
954(b)(5)) and gross insurance income for
the tax year exceeds 70% of gross income
for income tax purposes, the entire gross
income for the tax year must (subject to
the high tax exception described below,
the section 952(b) exclusion, and the
deductions to be taken into account under
section 954(b)(5)) be treated as foreign
Instructions for Form 5471

Worksheet A—Foreign Base Company Income and Insurance Income and Summary of U.S. Shareholder’s Pro
Rata Share of Subpart F Income of a CFC (See instructions beginning on page 7.)
Enter the amounts on lines 1a through 38a in functional currency.
1

Gross foreign personal holding company income:
a Dividends, interest, royalties, rents, and annuities (section 954(c)(1)(A)
1a
(excluding amounts described in sections 954(c)(2), (3), and (6)))
b Excess of gains over losses from certain property transactions
1b
(section 954(c)(1)(B))
1c
c Excess of gains over losses from commodity transactions (section 954(c)(1)(C))
1d
d Excess of foreign currency gains over foreign currency losses (section 954(c)(1)(D))
1e
e Income equivalent to interest (section 954(c)(1)(E))
1f
f Net income from a notional principal contract (section 954(c)(1)(F))
1g
g Payments in lieu of dividends (section 954(c)(1)(G))
h Certain amounts received for services under personal service
1h
contracts (see section 954(c)(1)(H))
i Certain amounts from sales of partnership interests to which the
1i
look-through rule of section 954(c)(4) applies
2 Gross foreign personal holding company income. Add lines 1a through 1i
3 Gross foreign base company sales income (see section 954(d))
4 Gross foreign base company services income (see section 954(e))
5 Gross foreign base company oil-related income (see section 954(g)) after application of section 954(b)(6)
6 Gross foreign base company income. Add lines 2 through 5
7 Gross insurance income (see sections 953 and 954(b)(3)(C) and the instructions for lines 20 and 21)
8 Gross foreign base company income and gross insurance income. Add lines 6 and 7
9 Enter 5% of total gross income (as computed for income tax purposes)
10 Enter 70% of total gross income (as computed for income tax purposes)
11 If line 8 is less than line 9 and less than $1 million, enter -0- on this line and skip lines 12 through 21
12 If line 8 is more than line 10, enter total gross income (as computed for income tax purposes)
13 Total adjusted gross foreign base company income and insurance income (enter the greater
of line 8 or line 12)
14 Adjusted net foreign personal holding company income:
14a
a Enter amount from line 2
14b
b Expenses directly related to amount on line 2
14c
c Subtract line 14b from line 14a
14d
d Related person interest expense (see section 954(b)(5))
e Other expenses allocated and apportioned to the amount on line 2
under section 954(b)(5)
f Net foreign personal holding company income. Subtract the sum of
lines 14d and 14e from line 14c
g Net foreign personal holding company income excluded under
high-tax exception
h Subtract line 14g from line 14f
15 Adjusted net foreign base company sales income:
a Enter amount from line 3
b Expenses allocated and apportioned to the amount on line 3 under
section 954(b)(5)
c Net foreign base company sales income. Subtract line 15b from line 15a
d Net foreign base company sales income excluded under high-tax exception
e Subtract line 15d from line 15c
16 Adjusted net foreign base company services income:
a Enter amount from line 4
b Expenses allocated and apportioned to line 4 under section 954(b)(5)
c Net foreign base company services income. Subtract line 16b from line 16a
d Net foreign base company services income excluded under high-tax exception
e Subtract line 16d from line 16c

Instructions for Form 5471

-9-

2
3
4
5
6
7
8
9
10
11
12
13

14e
14f
14g
14h
15a
15b
15c
15d
15e
16a
16b
16c
16d
16e

Worksheet A (continued) (See instructions.)
17

Adjusted net foreign base company oil-related income:
17a
a Enter amount from line 5
b Expenses allocated and apportioned to line 5 under section 954(b)(5) 17b
c Subtract line 17b from line 17a
18
Adjusted net full inclusion foreign base company income:
18a
a Enter the excess, if any, of line 12 over line 8
18b
b Expenses allocated and apportioned under section 954(b)(5)
c Net full inclusion foreign base company income. Subtract line 18b
18c
from line 18a
d Net full inclusion foreign base company income excluded under
18d
high-tax exception
e Subtract line 18d from line 18c
19
Adjusted net foreign base company income. Add lines 14h, 15e, 16e, 17c, and 18e
20
Adjusted net insurance income (other than related person insurance income):
20a
a Enter amount from line 7 (other than related person insurance income)
b Expenses allocated and apportioned to the amount from line 7 under
20b
section 953
20c
c Net insurance income. Subtract line 20b from line 20a
20d
d Net insurance income excluded under high-tax exception
e Subtract line 20d from line 20c
21
Adjusted net related person insurance income:
21a
a Enter amount from line 7 that is related person insurance income
b Expenses allocated and apportioned to related person insurance
21b
income under section 953
c Net related person insurance income. Subtract line 21b from line 21a 21c
d Net related person insurance income excluded under high-tax exception 21d
e Subtract line 21d from line 21c
International boycott income (section 952(a)(3))
22
lllegal bribes, kickbacks, and other payments (section 952(a)(4))
23
lncome described in section 952(a)(5) (see instructions)
24
25
Subpart F income before application of sections 952(b) and (c) and section 959(b). Add lines
19, 20e, 21e, and 22 through 24
26
Enter portion of line 25 that is U.S. source income effectively
26
connected with a U.S. trade or business (section 952(b))
27
Exclusions under section 959(b)
27
Total subpart F income. Subtract the sum of lines 26 and 27 from line 25
28
Current E&P
29
Enter the smaller of line 28 or line 29
30
31
Shareholder’s pro rata share of line 30
31
32
Shareholder’s pro rata share of export trade income
32
33
33
Subtract line 32 from line 31
34
Divide the number of days in the tax year that the corporation was a CFC
34
by the number of days in the tax year and multiply the result by line 33
35
Dividends paid to any other person with respect to your stock during
35
the tax year
36
37
38a
b

Divide the number of days in the tax year you did not own such stock
36
by the number of days in the tax year and multiply the result by line 33
37
Enter the smaller of line 35 or line 36
Shareholder’s pro rata share of subpart F income. Subtract line 37 from line 34
Translate the amount on line 38a from functional currency to U.S. dollars at the average exchange
rate. See section 989(b). Enter the result here and on line 1, Schedule I

-10-

17c

18e
19

20e

21e
22
23
24
25

28
29
30

38a
38b

Instructions for Form 5471

base company income or insurance
income, whichever is appropriate. In this
case, enter total gross income (for income
tax purposes) on line 12. Otherwise, enter
zero.
Lines 14g, 15d, 16d, 18d, 20d, and 21d.
Exception for certain income subject
to high foreign taxes. Foreign base
company income and insurance income
does not include any item of income
received by a CFC if the taxpayer
establishes that such income was subject
to an effective rate of income tax imposed
by a foreign country that is greater than
90% of the maximum rate of tax specified
in section 11. This rule does not apply to
foreign base company oil-related income.
For more information, see section 954(b)
(4) and Regulations section 1.954-1(d)(1).
Line 20. Adjusted net insurance income. In determining a shareholder's pro
rata share of the subpart F income of a
CFC, insurance income is any income:
That is attributable to the issuing (or
reinsuring) of any insurance or annuity
contract:
1. For property in, liability from an
activity in, or for the lives or health of
residents of a country other than the
country under the laws of which the CFC
is created or organized or
2. For risks not described in 1 above,
resulting from any arrangement in which
another corporation receives a
substantially equal amount of premiums or
other consideration for issuing (or
reinsuring) a contract described in 1
above.
That would, subject to the modifications
provided in sections 953(b)(1) and 953(b)
(2), be taxed under subchapter L
(insurance company tax) if such income
were income of a domestic insurance
company.
Line 21. Adjusted net related person
insurance income. In determining a
shareholder's pro rata share of the subpart
F income of a CFC, related person
insurance income is any insurance income
(within the meaning of section 953(a))
attributable to a policy of insurance or
reinsurance for which the person insured
(directly or indirectly) is a U.S. shareholder
(as defined in section 953(c)(1)(A)) in a
CFC, or a related person (as defined in
section 953(c)(6)) to such a shareholder.
In such case, the pro rata share referred to
above is to be determined under the rules
of section 953(c)(5).
Exceptions. The above definition does
not apply to any foreign corporation if:
At all times during the foreign
corporation's tax year, less than 20% of
the total combined voting power of all
classes of stock of the corporation entitled
to vote, and less than 20% of the total
Instructions for Form 5471

value of the corporation, is owned (directly
or indirectly under the principles of section
883(c)(4)) by persons who are (directly or
indirectly) insured under any policy of
insurance or reinsurance issued by the
corporation or who are related persons to
any such person;
The related person insurance income
(determined on a gross basis) of the
corporation for the tax year is less than
20% of its insurance income for the tax
year determined without regard to the
provisions of section 953(a)(1) that limit
insurance income to income from
countries other than the country in which
the corporation was created or organized;
or
The corporation:
1. Elects to treat its related person
insurance income for the tax year as
income effectively connected with the
conduct of a trade or business in the
United States;
2. Elects to waive all treaty benefits
(other than from section 884) for related
person insurance income; and
3. Meets any requirement the IRS
may prescribe to ensure that any tax on
such income is paid.
This election will not be effective if the
corporation was a disqualified corporation
(as defined in section 953(c)(3)(E)) for the
tax year for which the election was made
or for any prior tax year beginning after
1986. See section 953(c)(3)(D) for special
rules for this election.
Mutual life insurance companies. The
related person insurance income rules
also apply to mutual life insurance
companies under regulations prescribed
by the Secretary. For these purposes,
policyholders must be treated as
shareholders.
Line 22. International boycott income.
If a CFC or a member of a controlled
group (within the meaning of section
993(a)(3)) that includes the CFC has
operations in, or related to, a country (or
with the government, a company, or a
national of a country) that requires
participation in or cooperation with an
international boycott as a condition of
doing business within such country or with
the government, company, or national of
that country, a portion of the CFC's
income is included in subpart F income.
The amount included is determined by
multiplying the CFC's income (other than
income included under section 951 and
U.S. source effectively connected
business income described in section
952(b)) by the international boycott factor.
This factor is a fraction determined on
Schedule A (Form 5713).
Special rule. If the shareholder of a CFC
can clearly demonstrate that the income
earned for the tax year is from specific
-11-

operations, then, instead of applying the
international boycott factor, the addition to
subpart F income is the amount
specifically from the operations in which
there was participation in or cooperation
with an international boycott. See
Schedule B (Form 5713).
Line 23. Illegal bribes, kickbacks, and
other payments. Enter the total of any
illegal bribes, kickbacks, or other
payments (within the meaning of section
162(c)) paid by or on behalf of the
corporation, directly or indirectly, to an
official, employee, or agent of a
government.
Line 24. Income described in section
952(a)(5). The income of a CFC derived
from any foreign country during any period
during which section 901(j) applies to such
foreign country will be deemed to be
income to the U.S. shareholders of such
CFC. As of the date these instructions
were revised, section 901(j) applied to:
Cuba, Iran, North Korea, Sudan, and
Syria.
Line 26. Exclusion of U.S. income.
Subpart F income does not include any
U.S. source income (which, for these
purposes, includes all carrying charges
and all interest, dividends, royalties, and
other investment income received or
accrued by a FSC) that is effectively
connected with a CFC's conduct of a trade
or business in the United States unless
that item is exempt from taxation (or is
subject to a reduced rate of tax) pursuant
to a treaty obligation of the United States
or the Code.
Line 29. Current E&P. A CFC's subpart
F income is limited to its current year E&P,
computed under the special rule of section
952(c)(3). The amount included in the
gross income of a U.S. shareholder of a
CFC under section 951(a)(1)(A)(i) for any
tax year and attributable to a qualified
activity must be reduced by the
shareholder's pro rata share of any
qualified deficit (see section 952(c)(1)(B)).

Worksheet B

Use Worksheet B (on page 12) to
determine a U.S. shareholder's pro rata
share of earnings of a CFC invested in
U.S. property that is subject to tax. Only
earnings of a CFC not distributed or
otherwise previously taxed are subject to
these rules. Thus, the amount of
previously untaxed earnings limits the
section 956 inclusion. A CFC's investment
in U.S. property in excess of this limit will
not be included in the taxable income of
the CFC's U.S. shareholders.
Further, U.S. shareholders are only
taxed on earnings invested in U.S.
property to the extent the investments
exceed the CFC's previously taxed
earnings. The balances in the previously

Worksheet B—U.S. Shareholder’s Pro Rata Share of Earnings of a CFC Invested in U.S. Property
Enter the amounts on lines 1 through 16 in functional currency.
1
a
b
c
d
2
3
4
5
6
7
a
b
8
9
10
11
12
13
14
15
16
17

Amount of U.S. property (as defined in sections 956(c) and (d)) held (directly or indirectly) by
the CFC as of the close of:
1a
The first quarter of the tax year
1b
The second quarter of the tax year
1c
The third quarter of the tax year
1d
The fourth quarter of the tax year
䊳
Number of quarter-ends the foreign corporation was a CFC during the tax year
Average amount of U.S. property held (directly or indirectly) by the CFC as of the close of each
quarter of the tax year. (Add lines 1a through 1d. Divide this amount by the number on line 2.)
U.S. shareholder’s pro rata share of the amount on line 3
U.S. shareholder’s earnings and profits described in section 959(c)(1)(A) after reductions (if any)
for current year distributions
Subtract line 5 from line 4
Applicable earnings:
7a
Current earnings and profits
7b
Line 7a plus accumulated earnings and profits
Enter the greater of line 7a or line 7b
Distributions made by the CFC during the tax year
Subtract line 9 from line 8
Earnings and profits described in section 959(c)(1)
Subtract line 11 from line 10
U.S. shareholder’s pro rata share of the amount on line 12
U.S. shareholder’s earnings invested in U.S. property. (Enter the smaller of line 6 or line 13)
Amount on line 14 that is excluded from the U.S. shareholder’s gross income under section 959(a)(2)
Subtract line 15 from line 14
Translate the amount on line 16 from functional currency to U.S. dollars at the year-end spot
rate (as provided in section 989(b)). Enter the result here and on line 2 of Schedule I

taxed accounts of prior section 956
inclusions (see section 959(c)(1)(A)) and
current or prior subpart F inclusions (see
section 959(c)(2)) reduce what would
otherwise be the current section 956
inclusion.
Note. The previously taxed accounts
should be adjusted to reflect any
reclassification of subpart F inclusions that
reduced prior section 956 or 956A
inclusions (see section 959(a)(2) and
Schedule J).
Distributions are also taken into
account before the section 956 inclusion is
determined. Distributions generally are
treated as coming first from (and thus
reducing the balances of) the previously
taxed accounts. Thus, the U.S.
shareholders must:
1. Compute the current subpart F
inclusion (potentially increasing that
previously taxed account);
2. Take into account current
distributions (potentially reducing the
previously taxed and untaxed accounts);
and
3. Compute the current section 956
inclusion (potentially increasing or
reclassifying the previously taxed
accounts).
U.S. property is measured on a
quarterly average basis. For purposes of

Worksheet B, the amount taken into
account with respect to U.S. property is its
adjusted basis for earnings and profits
purposes, reduced by any liability the
property is subject to. See sections 956(c)
and (d) for the definition of U.S. property.
The amount of U.S. property held (directly
or indirectly) by the CFC does not include
any item that was acquired by the foreign
corporation before it became a CFC,
except for the property acquired before
the foreign corporation became a CFC
that exceeds the applicable earnings (as
defined in section 956(b)) accumulated
during periods before it became a CFC.
If the foreign corporation ceases to be
a CFC during the tax year:
The determination of the U.S.
shareholder's pro rata share will be made
based upon the stock owned (within the
meaning of section 958(a)) by the U.S.
shareholder on the last day during the tax
year in which the foreign corporation was
a CFC;
The CFC's U.S. property for the taxable
year will be determined only by taking into
account quarters ending on or before such
last day (and investments in U.S. property
as of the close of subsequent quarters
should be recorded as zero on line 1); and
In determining applicable earnings,
current earnings and profits will include
only earnings and profits that are allocable
(on a pro rata basis) to the part of the year
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2
3
4
5
6

8
9
10
11
12
13
14
15
16
17

during which the foreign corporation was a
CFC.

Schedule J

Use Schedule J to report accumulated
E&P, in functional currency, computed
under sections 964(a) and 986(b).

Reference ID number. Use the
reference ID number shown on Form
5471, line 1b(2).

Column (a)

Use column (a) to report the opening
balance, current year additions and
subtractions, and the closing balance in
the foreign corporation's post-1986
undistributed earnings pool.
Note. Line 3 (E&P as of the close of the
tax year, before actual or deemed
distributions during the year) is the
denominator of the deemed-paid credit
fraction under section 902(c)(1) used for
foreign tax credit purposes.

Column (b)

Use column (b) to report the aggregate
amount of the foreign corporation's
pre-1987 section 964(a) E&P accumulated
since 1962 and not previously distributed
or deemed distributed. These amounts are
figured in U.S. dollars using the rules of
Regulations sections 1.964-1(a) through
(e), translated into the foreign
Instructions for Form 5471

Worksheet C—U.S. Shareholder’s Pro Rata Share of Previously Excluded Subpart F Income of a CFC
Withdrawn From Qualified Investments in Less Developed Countries and From Qualified
Investments in Foreign Base Company Shipping Operations
Enter the amounts on lines 1 through 6a in functional currency.
1

Decrease in qualified investments in less developed countries (see Regulations section
1.955-1(b)(1)) and foreign base company shipping operations (see Regulations section
1.955A-1(b)(1))
2 Limitation (see Regulations section 1.955-1(b)(2)):
a Enter the sum of E&P for the tax year and E&P accumulated for prior
2a
tax years beginning after 1962
b Enter the sum of amounts invested in less developed countries or
foreign base company shipping operations and excluded from foreign
base company income for all prior tax years, minus the sum of such
amounts withdrawn for such years (see Regulations section
2b
1.955-1(b)(2)(i))
3 Enter the smaller of line 2a or line 2b
4 Previously excluded subpart F income withdrawn for the tax year (enter the smaller of line 1 or
line 3)
5 U.S. shareholder’s pro rata share of line 4 (see Regulations section 1.955-1(c))
6a Divide the number of days in the tax year that the foreign corporation was a CFC by the number
of days in the tax year and multiply the result by line 5
b Translate the amount on line 6a from functional currency to U.S. dollars at the average exchange
rate. See section 989(b). Enter the result here and on line 3, Schedule I

1

3
4
5
6a
6b

Worksheet D—U.S. Shareholder’s Pro Rata Share of Previously Excluded Export Trade Income of a CFC
Withdrawn From Investment in Export Trade Assets
Enter the amounts on lines 1 through 7a in functional currency.
1
2
3
4

Decrease in investments of the CFC in export trade assets (see Regulations section 1.970-1(d)(3))
U.S. shareholder’s pro rata share of line 1
U.S. shareholder’s pro rata share of the sum of E&P of the CFC for the tax year and E&P
accumulated for prior tax years beginning after 1962 (see Regulations section 1.970-1(c)(2)(ii))
Limitation under section 970(b) (see Regulations section 1.970-1(c)(2)(i)):
a U.S. shareholder’s pro rata share of the sum of the amounts by which
the CFC’s subpart F income for prior tax years was reduced under
section 970(a)

4a

b U.S. shareholder’s pro rata share of the sum of the amounts that were
not included in subpart F income of the CFC for prior tax years
because of Regulations section 1.972-1
c Add lines 4a and 4b

4b
4c

d U.S. shareholder’s pro rata share of the sum of the amounts that were
previously included in his or her gross income for prior tax years under
4d
section 951(a)(1)(A)(ii) because of section 970(b)
5 Subtract line 4d from line 4c
6 Enter the smallest of line 2, 3, or 5
7a Divide the number of days in the tax year that the foreign corporation was a CFC by the number
of days in the tax year and multiply the result by line 6
b Translate the amount on line 7a from functional currency to U.S. dollars at the average exchange
rate. See section 989(b). Enter the result here and on line 4, Schedule I

corporation's functional currency
according to Notice 88-70, 1988-2 C.B.
369.

Column (c)

Use column (c) to report the running
balance of the foreign corporation's
previously taxed earnings and profits
(PTI), or section 964(a) E&P accumulated
since 1962 that have resulted in deemed
inclusions under subpart F. Pre-1987 U.S.
Instructions for Form 5471

dollar PTI should be translated into the
foreign corporation's functional currency
using the rules of Notice 88-70 and added
to post-1986 amounts in the appropriate
PTI category.
Include in column (c)(i) PTI attributable
to, or reclassified as, investments in U.S.
property (section 959(c)(1)(A) amounts).
Include in column (c)(ii) PTI attributable
to, or reclassified as, earnings invested in
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1
2
3

5
6
7a
7b

excess passive assets (section 959(c)(1)
(B) amounts) accumulated in tax years of
foreign corporations beginning after
September 30, 1993, and before January
1, 1997.
Include in column (c)(iii) PTI attributable
to subpart F income net of any
reclassifications (section 959(c)(2)
amounts).

Column (d)

Use column (d) to report the opening and
closing balance of the foreign
corporation's accumulated E&P. This
amount is the sum of post-1986
undistributed earnings, pre-1987 section
964(a) E&P not previously taxed, and PTI.
Line 1. Enter the balances for each
column at the beginning of the tax year. If
there is a difference between last year's
ending balance on Schedule J, line 7, and
this year's beginning balance on
Schedule J, line 1, attach an explanation.

Schedule M

Every U.S. person described in Category
4 must file Schedule M to report the
transactions that occurred during the
foreign corporation's annual accounting
period ending with or within the U.S.
person's tax year.
If a U.S. corporation that owns stock in
a foreign corporation is a member of a
consolidated group, list the common
parent as the U.S. person filing
Schedule M.
Important. In translating the amounts
from functional currency to U.S. dollars,
use the average exchange rate for the
foreign corporation's tax year. See section
989(b). Report the exchange rate in the
entry space provided at the top of
Schedule M using the “divide-by
convention” specified under Reporting
Exchange Rates on Form 5471, earlier.
Reference ID number. Use the
reference ID number shown on Form
5471, line 1b(2).

Lines 4 and 16. Report on these lines
platform contribution transaction
payments received and paid by the foreign
corporation (without giving effect to any
netting of payments due and owed). See
Regulations section 1.482-7(b)(1)(ii). The
corporation is required to complete both
lines only if the corporation provides a
platform contribution to other controlled
participants and is required to make
platform contribution transaction
payments to other controlled participants
that provide a platform contribution to
other controlled cost sharing arrangement
participants.
Note. The term “platform contribution
transaction” is not limited to transactions
that occurred on or after January 5, 2009,
or transactions that occur pursuant to a
cost sharing arrangement that was not in
effect before January 5, 2009. See
Regulations sections 1.482-7m)(1) and (2)
(i).
Lines 5 and 17. Report on these lines
cost sharing transaction payments
received and paid by the foreign
corporation (without giving effect to any

netting of payments due and owed). See
Regulations section 1.482-7(1)(i). The
corporation is required to complete line 5
only if the corporation itself incurred
intangible development costs. If the
corporation does not itself incur intangible
development costs, then it should only
report cost sharing transaction payments
made on line 17.
Note. The term “cost sharing transaction”
is not limited to transactions that occurred
on or after January 5, 2009, or
transactions that occur pursuant to a cost
sharing arrangement that was not in effect
before January 5, 2009. See Regulations
sections 1.482-7(m)(1) and (2)(i).
Lines 9 and 21. Report on these lines
dividends received and paid by the foreign
corporation not previously taxed under
subpart F in the current year or in any prior
year.
Lines 25 and 26. Report on these lines
the largest outstanding balances during
the year of gross amounts borrowed from,
and gross amounts loaned to, the related
parties described in columns (b) through
(f). Do not enter aggregate cash flows,
year-end loan balances, average
balances, or net balances. Do not include
open account balances resulting from
sales and purchases reported under other
items listed on Schedule M that arise and
are collected in full in the ordinary course
of business.
Accrued payments and receipts. A
corporation that uses an accrual method
of accounting must use accrued payments
and accrued receipts for purposes of
computing the total amount to enter on
each line of Schedule M.

Schedule O

Schedule O is used to report the
organization or reorganization of a foreign
corporation and the acquisition or
disposition of its stock.
Every U.S. citizen or resident described
in Category 2 must complete Part I. Every
U.S. person described in Category 3 must
complete Part II.
See Regulations section 1.6046-1(i) for
rules on determining when U.S. persons
constructively own stock of a foreign
corporation and therefore are subject to
the section 6046 filing requirements.

Reference ID number. Use the
reference ID number shown on Form
5471, line 1b(2).

Part I
Column (d). Enter the date the
shareholder first acquired 10% or more (in
value or voting power) of the outstanding
stock of the foreign corporation.

-14-

Column (e). Enter the date the
shareholder acquired (whether in one or
more transactions) an additional 10% or
more (in value or voting power) of the
outstanding stock of the foreign
corporation.

Part II
Section A—General Shareholder
Information
If the shareholder's latest tax return was
filed electronically, enter “e-filed” in
column (b)(3) instead of a service center.

Section C—Acquisition of Stock
Section C is completed by shareholders
who are completing Schedule O because
they have acquired sufficient stock in a
foreign corporation. If the shareholder
acquired the stock in more than one
transaction, use a separate line to report
each transaction.
Column (d). Enter the method of
acquisition (e.g., purchase, gift, bequest,
trade).
Column (e)(2). Enter the number of
shares acquired indirectly (within the
meaning of section 958(a)(2)) by the
shareholder listed in column (a).
Column (e)(3). Enter the number of
shares constructively owned (within the
meaning of section 958(b)) by the
shareholder listed in column (a).

Section D—Disposition of Stock
Section D must be completed by
shareholders who dispose of their interest
(in whole or in part) in a foreign
corporation.
Column (d). Enter the method of
disposition (e.g., sale, bequest, gift,
trade).
Example. In 1994, Mr. Jackson, a U.S.
citizen, purchased 10,000 shares of
common stock of foreign corporation X.
The purchase represented 10%
ownership of the foreign corporation.
On July 1, 2012, Mr. Jackson made a
gift of 5,000 shares of foreign corporation
X to his son, John. Because Mr. Jackson
has reduced his holding in the foreign
corporation, he is required to complete
Form 5471 and Schedule O. To show the
required information about the disposition,
Mr. Jackson completes Section D as
follows:
Enters his name in column (a).
Enters “common” in column (b).
Enters “July 1, 2012” in column (c).
Enters “gift” in column (d).
Enters “5,000” in column (e)(1).
Enters “-0-” in column (f) because the
disposition was by gift.
Instructions for Form 5471

Enters the name and address of his
son, John, in column (g).

Section F—Additional Information
Item (b). List the date of any
reorganization of the foreign corporation
that occurred during the last 4 years while
any U.S. person held 10% or more in
value or vote (directly or indirectly) of the
corporation's stock. If there is more than
one such date, use the most recent date.
However, do not enter a date for which
information was reported in Schedule E.
Instead, enter the date (if any) of any

reorganization prior to that date (if it is
within the last 4 years).
Example for Item (c). Mr. Lyons, a U.S.
person, acquires a 10% ownership in
foreign corporation F. F is the 100% owner
of two foreign corporations, FI and FJ. F is
also a 50% owner of foreign corporation
FK. In addition, F is 90% owned by foreign
corporation W. Mr. Lyons does not own
any of the stock of corporation W.
Mr. Lyons completes and files Form
5471 and Schedule O for the corporations
in which he is a 10% or more shareholder.
Mr. Lyons is also required to submit a

chart if the foreign corporation is a
member of a chain of corporations, and to
indicate if he is a 10% or more
shareholder in any of those corporations.
Mr. Lyons would prepare a list showing
the corporations as follows:
Corporation W
Corporation F
Corporation FI
Corporation FJ
Corporation FK
Then Mr. Lyons is required to indicate that
he is a 10% or more shareholder in
corporations F, FI, and FJ.

Paperwork Reduction Act Notice.
We ask for the information on this form to
carry out the Internal Revenue laws of the
United States. You are required to give us
the information. We need it to ensure that
you are complying with these laws and to
allow us to figure and collect the right
amount of tax.
You are not required to provide the
information requested on a form that is
subject to the Paperwork Reduction Act

unless the form displays a valid OMB
control number. Books or records relating
to a form or its instructions must be
retained as long as their contents may
become material in the administration of
any Internal Revenue law. Generally, tax
returns and return information are
confidential, as required by section 6103.
The time needed to complete and file
this form and related schedules will vary
Learning about the
law or the form

depending on individual circumstances.
The estimated burden for individual
taxpayers filing this form is approved
under OMB control number 1545-0074
and is included in the estimates shown in
the instructions for their individual income
tax return. The estimated burden for all
other taxpayers who file this form is shown
below.
Preparing and sending
the form to the IRS

Form

Recordkeeping

5471

82 hr., 45 min.

16 hr., 14 min.

24 hr., 17 min.

3 hr., 49 min.

1 hr., 29 min.

1 hr., 37 min.

Sch. J (5471)
Sch. M (5471)

32hr., 3 min.

12min.

43 min.

Sch. O (5471)

10 hr., 45 min.

24 min.

35 min.

If you have comments concerning the
accuracy of these time estimates or
suggestions for making this form and

Instructions for Form 5471

related schedules simpler, we would be
happy to hear from you. See the

-15-

instructions for the tax return with which
this form is filed.

Form 5471

Codes for Principal Business Activity
This list of principal business activities and their
associated codes is designed to classify an enterprise
by the type of activity in which it is engaged to facilitate
the administration of the Internal Revenue Code. These

Agriculture, Forestry, Fishing
and Hunting

Crop Production
111100 Oilseed & Grain Farming
111210 Vegetable & Melon Farming
(including potatoes & yams)
111300 Fruit & Tree Nut Farming
111400 Greenhouse, Nursery, &
Floriculture Production
111900 Other Crop Farming (including
tobacco, cotton, sugarcane, hay,
peanut, sugar beet & all other
crop farming)
Animal Production
112111 Beef Cattle Ranching & Farming
112112 Cattle Feedlots
112120 Dairy Cattle & Milk Production
112210 Hog & Pig Farming
112300 Poultry & Egg Production
112400 Sheep & Goat Farming
112510 Aquaculture (including shellfish &
finfish farms & hatcheries)
112900 Other Animal Production
Forestry and Logging
113110 Timber Tract Operations
113210 Forest Nurseries & Gathering of
Forest Products
113310 Logging
Fishing, Hunting and Trapping
114110 Fishing
114210 Hunting & Trapping
Support Activities for Agriculture and
Forestry
115110 Support Activities for Crop
Production (including cotton
ginning, soil preparation,
planting, & cultivating)
115210 Support Activities for Animal
Production
115310 Support Activities For Forestry

Mining
211110
212110
212200
212310
212320
212390
213110

Oil & Gas Extraction
Coal Mining
Metal Ore Mining
Stone Mining & Quarrying
Sand, Gravel, Clay, & Ceramic &
Refractory Minerals Mining &
Quarrying
Other Nonmetallic Mineral
Mining & Quarrying
Support Activities for Mining

Utilities
221100
221210
221300
221500

Electric Power Generation,
Transmission & Distribution
Natural Gas Distribution
Water, Sewage & Other Systems
Combination Gas & Electric

Construction

Construction of Buildings
236110 Residential Building Construction
236200 Nonresidential Building
Construction
Heavy and Civil Engineering
Construction
237100 Utility System Construction
237210 Land Subdivision
237310 Highway, Street, & Bridge
Construction
237990 Other Heavy & Civil Engineering
Construction
Specialty Trade Contractors
238100 Foundation, Structure, & Building
Exterior Contractors (including
framing carpentry, masonry,
glass, roofing, & siding)
238210 Electrical Contractors
238220 Plumbing, Heating, &
Air-Conditioning Contractors
238290 Other Building Equipment
Contractors

238300

238900

principal business activity codes are based on the North
American Industry Classification System.
Using the list of activities and codes below,
determine from which activity the company derives the
largest percentage of its “total receipts.” If the company
purchases raw materials and supplies them to a
subcontractor to produce the finished product, but
Building Finishing Contractors
(including drywall, insulation,
painting, wallcovering, flooring,
tile, & finish carpentry)
Other Specialty Trade
Contractors (including site
preparation)

Manufacturing

325900

Food Manufacturing
311110 Animal Food Mfg
311200 Grain & Oilseed Milling
311300 Sugar & Confectionery Product
Mfg
311400 Fruit & Vegetable Preserving &
Specialty Food Mfg
311500 Dairy Product Mfg
311610 Animal Slaughtering and
Processing
311710 Seafood Product Preparation &
Packaging
311800 Bakeries, Tortilla & Dry Pasta
Mfg
311900 Other Food Mfg (including
coffee, tea, flavorings &
seasonings)
Beverage and Tobacco Product
Manufacturing
312110 Soft Drink & Ice Mfg
312120 Breweries
312130 Wineries
312140 Distilleries
312200 Tobacco Manufacturing
Textile Mills and Textile Product Mills
313000 Textile Mills
314000 Textile Product Mills
Apparel Manufacturing
315100 Apparel Knitting Mills
315210 Cut & Sew Apparel Contractors
315220 Men's & Boys' Cut & Sew
Apparel Mfg
315240 Women's, Girls' and Infants Cut
& Sew Apparel Mfg
315280 Other Cut & Sew Apparel Mfg
315990 Apparel Accessories & Other
Apparel Mfg
Leather and Allied Product
Manufacturing
316110 Leather & Hide Tanning &
Finishing
316210 Footwear Mfg (including rubber
& plastics)
316990 Other Leather & Allied Product
Mfg
Wood Product Manufacturing
321110 Sawmills & Wood Preservation
321210 Veneer, Plywood, & Engineered
Wood Product Mfg
321900 Other Wood Product Mfg
Paper Manufacturing
322100 Pulp, Paper, & Paperboard Mills
322200 Converted Paper Product Mfg
Printing and Related Support Activities
323100 Printing & Related Support
Activities
Petroleum and Coal Products
Manufacturing
324110 Petroleum Refineries (including
integrated)
324120 Asphalt Paving, Roofing, &
Saturated Materials Mfg
324190 Other Petroleum & Coal
Products Mfg
Chemical Manufacturing
325100 Basic Chemical Mfg
325200 Resin, Synthetic Rubber, &
Artificial & Synthetic Fibers &
Filaments Mfg
325300 Pesticide, Fertilizer, & Other
Agricultural Chemical Mfg
325410 Pharmaceutical & Medicine Mfg
325500 Paint, Coating, & Adhesive Mfg
325600 Soap, Cleaning Compound, &
Toilet Preparation Mfg

retains title to the product, the company is considered a
manufacturer and must use one of the manufacturing
codes (311110-339900).
Enter on page 1, item 1f, the six digit code selected
from the list below. In item 1g, enter a brief description
of the company's business activity.

Other Chemical Product &
Preparation Mfg
Plastics and Rubber Products
Manufacturing
326100 Plastics Product Mfg
326200 Rubber Product Mfg
Nonmetallic Mineral Product
Manufacturing
327100 Clay Product & Refractory Mfg
327210 Glass & Glass Product Mfg
327300 Cement & Concrete Product Mfg
327400 Lime & Gypsum Product Mfg
327900 Other Nonmetallic Mineral
Product Mfg
Primary Metal Manufacturing
331110 Iron & Steel Mills & Ferroalloy
Mfg
331200 Steel Product Mfg from
Purchased Steel
331310 Alumina & Aluminum Production
& Processing
331400 Nonferrous Metal (except
Aluminum) Production &
Processing
331500 Foundries
Fabricated Metal Product
Manufacturing
332110 Forging & Stamping
332210 Cutlery & Handtool Mfg
332300 Architectural & Structural Metals
Mfg
332400 Boiler, Tank, & Shipping
Container Mfg
332510 Hardware Mfg
332610 Spring & Wire Product Mfg
332700 Machine Shops; Turned Product;
& Screw, Nut, & Bolt Mfg
332810 Coating, Engraving, Heat
Treating, & Allied Activities
332900 Other Fabricated Metal Product
Mfg
Machinery Manufacturing
333100 Agriculture, Construction, &
Mining Machinery Mfg
333200 Industrial Machinery Mfg
333310 Commercial & Service Industry
Machinery Mfg
333410 Ventilation, Heating,
Air-Conditioning, & Commercial
Refrigeration Equipment Mfg
333510 Metalworking Machinery Mfg
333610 Engine, Turbine & Power
Transmission Equipment Mfg
333900 Other General Purpose
Machinery Mfg
Computer and Electronic Product
Manufacturing
334110 Computer & Peripheral
Equipment Mfg
334200 Communications Equipment Mfg
334310 Audio & Video Equipment Mfg
334410 Semiconductor & Other
Electronic Component Mfg
334500 Navigational, Measuring,
Electromedical, & Control
Instruments Mfg
334610 Manufacturing & Reproducing
Magnetic & Optical Media
Electrical Equipment, Appliance, and
Component Manufacturing
335100 Electric Lighting Equipment Mfg
335200 Household Appliance Mfg
335310 Electrical Equipment Mfg
335900 Other Electrical Equipment &
Component Mfg
Transportation Equipment
Manufacturing
336100 Motor Vehicle Mfg
336210 Motor Vehicle Body & Trailer Mfg
336300 Motor Vehicle Parts Mfg
336410 Aerospace Product & Parts Mfg
336510 Railroad Rolling Stock Mfg
336610 Ship & Boat Building

-16-

336990

Other Transportation Equipment
Mfg
Furniture and Related Product
Manufacturing
337000 Furniture & Related Product
Manufacturing
Miscellaneous Manufacturing
339110 Medical Equipment & Supplies
Mfg
339900 Other Miscellaneous
Manufacturing

Wholesale Trade

Merchant Wholesalers, Durable Goods
423100 Motor Vehicle & Motor Vehicle
Parts & Supplies
423200 Furniture & Home Furnishings
423300 Lumber & Other Construction
Materials
423400 Professional & Commercial
Equipment & Supplies
423500 Metal & Mineral (except
Petroleum)
423600 Household Appliances and
Electrical & Electronic Goods
423700 Hardware, & Plumbing & Heating
Equipment & Supplies
423800 Machinery, Equipment, &
Supplies
423910 Sporting & Recreational Goods &
Supplies
423920 Toy & Hobby Goods & Supplies
423930 Recyclable Materials
423940 Jewelry, Watch, Precious Stone,
& Precious Metals
423990 Other Miscellaneous Durable
Goods
Merchant Wholesalers, Nondurable
Goods
424100 Paper & Paper Products
424210 Drugs & Druggists' Sundries
424300 Apparel, Piece Goods, & Notions
424400 Grocery & Related Products
424500 Farm Product Raw Materials
424600 Chemical & Allied Products
424700 Petroleum & Petroleum Products
424800 Beer, Wine, & Distilled Alcoholic
Beverages
424910 Farm Supplies
424920 Book, Periodical, & Newspapers
424930 Flower, Nursery Stock, & Florists'
Supplies
424940 Tobacco & Tobacco Products
424950 Paint, Varnish, & Supplies
424990 Other Miscellaneous Nondurable
Goods
Wholesale Electronic Markets and
Agents and Brokers
425110 Business to Business Electronic
Markets
425120 Wholesale Trade Agents &
Brokers

Retail Trade

Motor Vehicle and Parts Dealers
441110 New Car Dealers
441120 Used Car Dealers
441210 Recreational Vehicle Dealers
441222 Boat Dealers
441228 Motorcycle, ATV, and All Other
Motor Vehicle Dealers
441300 Automotive Parts, Accessories,
& Tire Stores
Furniture and Home Furnishings Stores
442110 Furniture Stores
442210 Floor Covering Stores
442291 Window Treatment Stores
442299 All Other Home Furnishings
Stores
Electronics and Appliance Stores
443141 Household Appliance Stores
443142 Electronics Stores (including
Audio, Video, Computer, and
Camera Stores)

Form 5471 (Continued)
Building Material and Garden
Equipment and Supplies Dealers
444110 Home Centers
444120 Paint & Wallpaper Stores
444130 Hardware Stores
444190 Other Building Material Dealers
444200 Lawn & Garden Equipment &
Supplies Stores
Food and Beverage Stores
445110 Supermarkets and Other
Grocery (except Convenience)
Stores
445120 Convenience Stores
445210 Meat Markets
445220 Fish & Seafood Markets
445230 Fruit & Vegetable Markets
445291 Baked Goods Stores
445292 Confectionery & Nut Stores
445299 All Other Specialty Food Stores
445310 Beer, Wine, & Liquor Stores
Health and Personal Care Stores
446110 Pharmacies & Drug Stores
446120 Cosmetics, Beauty Supplies, &
Perfume Stores
446130 Optical Goods Stores
446190 Other Health & Personal Care
Stores
Gasoline Stations
447100 Gasoline Stations (including
convenience stores with gas)
Clothing and Clothing Accessories
Stores
448110 Men's Clothing Stores
448120 Women's Clothing Stores
448130 Children's & Infants' Clothing
Stores
448140 Family Clothing Stores
448150 Clothing Accessories Stores
448190 Other Clothing Stores
448210 Shoe Stores
448310 Jewelry Stores
448320 Luggage & Leather Goods
Stores
Sporting Goods, Hobby, Book, and
Music Stores
451110 Sporting Goods Stores
451120 Hobby, Toy, & Game Stores
451130 Sewing, Needlework, & Piece
Goods Stores
451140 Musical Instrument & Supplies
Stores
451211 Book Stores
451212 News Dealers & Newsstands
General Merchandise Stores
452110 Department Stores
452900 Other General Merchandise
Stores
Miscellaneous Store Retailers
453110 Florists
453210 Office Supplies & Stationery
Stores
453220 Gift, Novelty, & Souvenir Stores
453310 Used Merchandise Stores
453910 Pet & Pet Supplies Stores
453920 Art Dealers
453930 Manufactured (Mobile) Home
Dealers
453990 All Other Miscellaneous Store
Retailers (including tobacco,
candle, & trophy shops)
Nonstore Retailers
454110 Electronic Shopping &
Mail-Order Houses
454210 Vending Machine Operators
454310 Fuel Dealers (including Heating
Oil and Liquified Petroleum)
454390 Other Direct Selling
Establishments (including
door-to-door retailing, frozen
food plan providers, party plan
merchandisers, & coffee-break
service providers)

Transportation and
Warehousing

Air, Rail, and Water Transportation
481000 Air Transportation
482110 Rail Transportation
483000 Water Transportation
Truck Transportation
484110 General Freight Trucking, Local

484120

General Freight Trucking,
Long-distance
484200 Specialized Freight Trucking
Transit and Ground Passenger
Transportation
485110 Urban Transit Systems
485210 Interurban & Rural Bus
Transportation
485310 Taxi Service
485320 Limousine Service
485410 School & Employee Bus
Transportation
485510 Charter Bus Industry
485990 Other Transit & Ground
Passenger Transportation
Pipeline Transportation
486000 Pipeline Transportation
Scenic & Sightseeing Transportation
487000 Scenic & Sightseeing
Transportation
Support Activities for Transportation
488100 Support Activities for Air
Transportation
488210 Support Activities for Rail
Transportation
488300 Support Activities for Water
Transportation
488410 Motor Vehicle Towing
488490 Other Support Activities for Road
Transportation
488510 Freight Transportation
Arrangement
488990 Other Support Activities for
Transportation
Couriers and Messengers
492110 Couriers
492210 Local Messengers & Local
Delivery
Warehousing and Storage
493100 Warehousing & Storage (except
lessors of miniwarehouses &
self-storage units)

Information

Publishing Industries (except Internet)
511110 Newspaper Publishers
511120 Periodical Publishers
511130 Book Publishers
511140 Directory & Mailing List
Publishers
511190 Other Publishers
511210 Software Publishers
Motion Picture and Sound Recording
Industries
512100 Motion Picture & Video Industries
(except video rental)
512200 Sound Recording Industries
Broadcasting (except Internet)
515100 Radio & Television Broadcasting
515210 Cable & Other Subscription
Programming
Telecommunications
517000 Telecommunications (including
paging, cellular, satellite, cable &
other program distribution,
resellers, other
telecommunications, & internet
service providers)
Data Processing Services
518210 Data Processing, Hosting, &
Related Services
Other Information Services
519100 Other Information Services
(including news syndicates,
libraries, internet publishing &
broadcasting)

Finance and Insurance

Depository Credit Intermediation
522110 Commercial Banking
522120 Savings Institutions
522130 Credit Unions
522190 Other Depository Credit
Intermediation
Nondepository Credit Intermediation
522210 Credit Card Issuing
522220 Sales Financing
522291 Consumer Lending
522292 Real Estate Credit (including
mortgage bankers & originators)
522293 International Trade Financing
522294 Secondary Market Financing
522298 All Other Nondepository Credit
Intermediation

Activities Related to Credit
Intermediation
522300 Activities Related to Credit
Intermediation (including loan
brokers, check clearing, &
money transmitting)
Securities, Commodity Contracts, and
Other Financial Investments and
Related Activities
523110 Investment Banking & Securities
Dealing
523120 Securities Brokerage
523130 Commodity Contracts Dealing
523140 Commodity Contracts Brokerage
523210 Securities & Commodity
Exchanges
523900 Other Financial Investment
Activities (including portfolio
management & investment
advice)
Insurance Carriers and Related
Activities
524140 Direct Life, Health, & Medical
Insurance & Reinsurance
Carriers
524150 Direct Insurance & Reinsurance
(except Life, Health & Medical)
Carriers
524210 Insurance Agencies &
Brokerages
524290 Other Insurance Related
Activities (including third-party
administration of insurance and
pension funds)
Funds, Trusts, and Other Financial
Vehicles
525100 Insurance & Employee Benefit
Funds
525910 Open-End Investment Funds
(Form 1120-RIC)
525920 Trusts, Estates, & Agency
Accounts
525990 Other Financial Vehicles
(including mortgage REITs &
closed-end investment funds)
“Offices of Bank Holding Companies” and
“Offices of Other Holding Companies” are
located under Management of
Companies (Holding Companies) on
page 17.

Real Estate and Rental and
Leasing

Real Estate
531110 Lessors of Residential Buildings
& Dwellings (including equity
REITs)
531120 Lessors of Nonresidential
Buildings (except
Miniwarehouses) (including
equity REITs)
531130 Lessors of Miniwarehouses &
Self-Storage Units (including
equity REITs)
531190 Lessors of Other Real Estate
Property (including equity REITs)
531210 Offices of Real Estate Agents &
Brokers
531310 Real Estate Property Managers
531320 Offices of Real Estate Appraisers
531390 Other Activities Related to Real
Estate
Rental and Leasing Services
532100 Automotive Equipment Rental &
Leasing
532210 Consumer Electronics &
Appliances Rental
532220 Formal Wear & Costume Rental
532230 Video Tape & Disc Rental
532290 Other Consumer Goods Rental
532310 General Rental Centers
532400 Commercial & Industrial
Machinery & Equipment Rental &
Leasing
Lessors of Nonfinancial Intangible
Assets (except copyrighted works)
533110 Lessors of Nonfinancial
Intangible Assets (except
copyrighted works)

Professional, Scientific, and
Technical Services
Legal Services
541110 Offices of Lawyers
541190 Other Legal Services

-17-

Accounting, Tax Preparation,
Bookkeeping, and Payroll Services
541211 Offices of Certified Public
Accountants
541213 Tax Preparation Services
541214 Payroll Services
541219 Other Accounting Services
Architectural, Engineering, and Related
Services
541310 Architectural Services
541320 Landscape Architecture Services
541330 Engineering Services
541340 Drafting Services
541350 Building Inspection Services
541360 Geophysical Surveying &
Mapping Services
541370 Surveying & Mapping (except
Geophysical) Services
541380 Testing Laboratories
Specialized Design Services
541400 Specialized Design Services
(including interior, industrial,
graphic, & fashion design)
Computer Systems Design and Related
Services
541511 Custom Computer Programming
Services
541512 Computer Systems Design
Services
541513 Computer Facilities Management
Services
541519 Other Computer Related
Services
Other Professional, Scientific, and
Technical Services
541600 Management, Scientific, &
Technical Consulting Services
541700 Scientific Research &
Development Services
541800 Advertising & Related Services
541910 Marketing Research & Public
Opinion Polling
541920 Photographic Services
541930 Translation & Interpretation
Services
541940 Veterinary Services
541990 All Other Professional, Scientific,
& Technical Services

Management of Companies
(Holding Companies)
551111
551112

Offices of Bank Holding
Companies
Offices of Other Holding
Companies

Administrative and Support and
Waste Management and
Remediation Services

Administrative and Support Services
561110 Office Administrative Services
561210 Facilities Support Services
561300 Employment Services
561410 Document Preparation Services
561420 Telephone Call Centers
561430 Business Service Centers
(including private mail centers &
copy shops)
561440 Collection Agencies
561450 Credit Bureaus
561490 Other Business Support Services
(including repossession services,
court reporting, & stenotype
services)
561500 Travel Arrangement &
Reservation Services
561600 Investigation & Security Services
561710 Exterminating & Pest Control
Services
561720 Janitorial Services
561730 Landscaping Services
561740 Carpet & Upholstery Cleaning
Services
561790 Other Services to Buildings &
Dwellings
561900 Other Support Services
(including packaging & labeling
services, & convention & trade
show organizers)
Waste Management and Remediation
Services
562000 Waste Management &
Remediation Services

Form 5471 (Continued)
Educational Services
611000

Educational Services (including
schools, colleges, & universities)

Health Care and Social
Assistance

Offices of Physicians and Dentists
621111 Offices of Physicians (except
mental health specialists)
621112 Offices of Physicians, Mental
Health Specialists
621210 Offices of Dentists
Offices of Other Health Practitioners
621310 Offices of Chiropractors
621320 Offices of Optometrists
621330 Offices of Mental Health
Practitioners (except Physicians)
621340 Offices of Physical, Occupational
& Speech Therapists, &
Audiologists
621391 Offices of Podiatrists
621399 Offices of All Other
Miscellaneous Health
Practitioners
Outpatient Care Centers
621410 Family Planning Centers
621420 Outpatient Mental Health &
Substance Abuse Centers
621491 HMO Medical Centers
621492 Kidney Dialysis Centers
621493 Freestanding Ambulatory
Surgical & Emergency Centers
621498 All Other Outpatient Care
Centers
Medical and Diagnostic Laboratories
621510 Medical & Diagnostic
Laboratories
Home Health Care Services
621610 Home Health Care Services

Other Ambulatory Health Care Services
621900 Other Ambulatory Health Care
Services (including ambulance
services & blood & organ banks)
Hospitals
622000 Hospitals
Nursing and Residential Care Facilities
623000 Nursing & Residential Care
Facilities
Social Assistance
624100 Individual & Family Services
624200 Community Food & Housing, &
Emergency & Other Relief
Services
624310 Vocational Rehabilitation
Services
624410 Child Day Care Services

Arts, Entertainment, and
Recreation

Performing Arts, Spectator Sports, and
Related Industries
711100 Performing Arts Companies
711210 Spectator Sports (including
sports clubs & racetracks)
711300 Promoters of Performing Arts,
Sports, & Similar Events
711410 Agents & Managers for Artists,
Athletes, Entertainers, & Other
Public Figures
711510 Independent Artists, Writers, &
Performers
Museums, Historical Sites, and Similar
Institutions
712100 Museums, Historical Sites, &
Similar Institutions
Amusement, Gambling, and Recreation
Industries
713100 Amusement Parks & Arcades
713200 Gambling Industries

713900

Other Amusement & Recreation
Industries (including golf
courses, skiing facilities,
marinas, fitness centers, &
bowling centers)

Accommodation and Food
Services

Accommodation
721110 Hotels (except Casino Hotels) &
Motels
721120 Casino Hotels
721191 Bed & Breakfast Inns
721199 All Other Traveler
Accommodation
721210 RV (Recreational Vehicle) Parks
& Recreational Camps
721310 Rooming & Boarding Houses
Food Services and Drinking Places
722300 Special Food Services (including
food service contractors &
caterers)
722410 Drinking Places (Alcoholic
Beverages)
722511 Full-Service Restaurants
722513 Limited-Service Restaurants
722514 Cafeterias and Buffets
722515 Snack and Non-alcoholic
Beverage Bars

Other Services

Repair and Maintenance
811110 Automotive Mechanical &
Electrical Repair & Maintenance
811120 Automotive Body, Paint, Interior,
& Glass Repair
811190 Other Automotive Repair &
Maintenance (including oil
change & lubrication shops & car
washes)

-18-

811210

Electronic & Precision
Equipment Repair &
Maintenance
811310 Commercial & Industrial
Machinery & Equipment (except
Automotive & Electronic) Repair
& Maintenance
811410 Home & Garden Equipment &
Appliance Repair & Maintenance
811420 Reupholstery & Furniture Repair
811430 Footwear & Leather Goods
Repair
811490 Other Personal & Household
Goods Repair & Maintenance
Personal and Laundry Services
812111 Barber Shops
812112 Beauty Salons
812113 Nail Salons
812190 Other Personal Care Services
(including diet & weight reducing
centers)
812210 Funeral Homes & Funeral
Services
812220 Cemeteries & Crematories
812310 Coin-Operated Laundries &
Drycleaners
812320 Drycleaning & Laundry Services
(except Coin-Operated)
812330 Linen & Uniform Supply
812910 Pet Care (except Veterinary)
Services
812920 Photofinishing
812930 Parking Lots & Garages
812990 All Other Personal Services
Religious, Grantmaking, Civic,
Professional, and Similar Organizations
813000 Religious, Grantmaking, Civic,
Professional, & Similar
Organizations (including
condominium and homeowners
associations)