International Structures

Form 5471 and Your Dutch BV: What US Owners File Every Year

Updated: 6 October 2026 Holdwise editorial team United States Form 5471 BV

A US citizen files a US tax return every year, wherever they live. If you own a BV (besloten vennootschap, the Dutch private limited company), you add a second document to that return. That document is the information return for foreign corporations, Form 5471. The form is for information only, and you pay zero tax on the form itself. You report who owns the company, what it earned and what is on its balance sheet. If you file it late or skip it, the penalty is high. At Holdwise, we keep this answer up to date and change it when the rules change.

Who has to file

The duty to file depends on ownership and control. A US person files Form 5471 when they own 10% or more of a foreign corporation. They also file it when they become an officer or director while a US shareholder crosses the 10% line. The same applies when they acquire, dispose of or already have a controlling interest. For these rules, a Dutch BV counts as a foreign corporation from the day the notary passes the deed. This includes a one-person BV in which the American is the only shareholder and the only director.

Many owners miss the first year. When you incorporate a BV, you acquire stock. The first Form 5471 is therefore due with the return for the year in which the company was formed. This also applies when the BV traded for only one month and had zero earnings.

The filing categories

The form has five categories. The number of schedules you file depends on your category. Most Dutch situations fall under these two:

Category 4: a US person who controlled the BV (more than 50% of the votes or the value) at any time during the year. This is the ordinary case for an American who set up a BV to operate their own business.
Category 5: a US shareholder in a controlled foreign corporation (CFC), a foreign company more than 50% owned by US shareholders who each own 10% or more. A wholly owned Dutch BV is a CFC, so category 5 usually applies alongside category 4.

Categories 1, 2 and 3 are for specific events. These are certain income inclusions, becoming an officer or director when a US shareholder appears, and acquisitions or disposals above the thresholds. An owner who buys into an existing BV or sells part of their stake reports under category 3 in that year. This comes on top of their ordinary filing.

What the BV has to supply

The schedules follow US accounting rules, so you convert the Dutch annual accounts to US rules. The main parts are an income statement and a balance sheet in US dollars (Schedules C and F). You also include the earnings and profits calculation and the shareholder register. You list the transactions between the BV and related parties, such as its owner or other group companies (Schedule M). You also report the income categories for the anti-deferral rules (Schedule I-1 and Schedule J).

Pay attention to two practical points. First, the functional currency. A BV that keeps its books in euros converts them at prescribed exchange rates. With consistent bookkeeping, you save hours of work later. Second, you calculate the earnings and profits under US rules. Depreciation, provisions and reserves can therefore differ from the Dutch accounts. Ask your Dutch accountant each year for a trial balance in a fixed format. Your US preparer can then work with it directly.

Deadlines and the penalty

You file Form 5471 with your US income tax return, so the same deadlines apply. The deadline is 15 April. For Americans living abroad, it is automatically extended to 15 June. On request, it is extended to 15 October. The Dutch corporate income tax return has its own deadlines. You often need figures for the US filing before the Dutch accounts are final. Many owners therefore close their Dutch books early.

The penalties for this form are high. A late or incomplete filing costs $10,000 per form per year. If the form is still missing 90 days after a formal notice from the IRS, an extra $10,000 is due for each further 30 days, up to $50,000 extra (so up to $60,000 in total). The IRS can also reduce your foreign tax credits. The penalty is for the information return itself. It therefore also applies in a year in which the BV made a loss and you owed zero US tax.

How this combines with GILTI and FBAR

Form 5471 is one of several reporting forms. Under the rules on net CFC tested income (NCTI, formerly GILTI), you can pay US tax on BV profit before any dividend is paid. In the report of foreign bank accounts (FBAR), you report the accounts themselves. All three apply every year. You can compare them in the annual filing overview for US owners of a Dutch BV. If you come to the Netherlands through DAFT, see DAFT and the Dutch BV for the incorporation.

What this means when choosing a structure

The reporting work is real but manageable. Include it in your decision from the start. With a BV, you get limited liability, the 19% corporate rate on the first €200,000 of profit and a structure that investors know. In return, you file an annual US information return, and this has a real cost. For a business that will grow, hire staff or be sold later, the BV is usually the better choice. Budget for a preparer who has done Schedule J before.

A company that misses a filing gets a fine. If the annual accounts are filed late, the director can become personally liable. You can hand the yearly filings over to us. See corporate secretarial services in the Netherlands.

Once the company is set up, you have the same four tasks every year. The full list with the dates is on running a Dutch BV in 2026.

Frequently asked questions

Do I file Form 5471 if my Dutch BV made zero profit? +

Yes. Form 5471 is an information return about the company, separate from any tax calculation, so a dormant or loss-making BV is reported the same way. The $10,000 penalty applies to the missing form regardless of the result for the year.

I own the BV together with my Dutch spouse. Does that change the filing? +

You still file. A US person who owns 10% or more files in their own right, so a 50/50 split with a non-US spouse still means a filing. Whether the company counts as a controlled foreign corporation depends on the combined US ownership. Under the attribution rules, your spouse's shares can count as your own. Confirm the exact split with a US preparer.

Does the Netherlands-US tax treaty remove the Form 5471 obligation? +

Form 5471 is still due. Under the treaty, the two countries divide the taxing rights and relieve double taxation. The information return is a separate requirement. You claim treaty positions elsewhere in the US return.

Can my Dutch accountant prepare Form 5471? +

Usually a US preparer files Form 5471. Your Dutch accountant prepares the Dutch accounts and the corporate income tax return. The US preparer works from those figures. Most owners have their Dutch accountant send a trial balance in a fixed format each year. The US preparer then handles Form 5471, the NCTI rules (formerly GILTI) and FBAR together.

What if I have missed several years of Form 5471? +

You can still correct this. If your omission was non-wilful, you can use correction options, such as the streamlined filing compliance procedures. Reasonable-cause relief applies in defined cases. You use both through a US tax professional. Act before the IRS contacts you, so you keep the most options.

Sources Belastingdienst · KVK · wetten.overheid.nl Last updated: 6 October 2026