Purpose of Form

Use Form 1120-F to report the income, gains, losses, deductions, and credits; and to figure the U.S. income tax liability

This form is also required to be filed by the following.

• A foreign corporation making a claim for the refund of an overpayment of tax for the tax year. See Simplified Procedure for Claiming a Refund of U.S. Tax Withheld at Source , later.

• A foreign corporation claiming the benefit of any deductions or credits. See Other Filing Requirements, later.

• A foreign corporation making a claim that an income treaty overruled or modified any provision of the Internal Revenue Code with respect to income derived by the foreign corporation at any time during the tax year, and such position is required to be disclosed on Form 8833. See the instructions for Form 8833 for who must file Form 8833, and who is exempt from filing by reason of a waiver provided under section 6114 and the regulations thereunder. If Form 8833 is required, complete item W(1) on page 2 of the form.

Others that must file Form 1120-F include the following.

• A Mexican or Canadian branch of a U.S. mutual life insurance company. The branch must file Form 1120-F on the same basis as a foreign corporation if the U.S. company elects to exclude the branch’s income and expenses from its own gross income.

• A receiver, assignee, or trustee in dissolution or bankruptcy, if that person has or holds title to virtually all of a foreign corporation’s property or business. Form 1120-F is due whether or not the property or business is being operated (see Who Must Sign , later, for additional information).

• An agent in the United States, if the foreign corporation has no office or place of business in the United States when the return is due.

Treaty or Code exemption. If the corporation does not have any gross income for the tax year because it is claiming a treaty or Code exemption, it must still file Form 1120-F to show that the income was exempted by treaty or Code. In this case, the corporation should only complete the identifying information (including items A through G) at the top of page 1 of Form 1120-F and a statement that indicates the nature and amount of the exclusions claimed. In the case of a treaty exemption, the corporation may complete item W(1) on page 2 of Form 1120-F, which includes completing and attaching Form 8833, if required in lieu of attaching a statement. In the case of a Code exemption under section 883, the corporation must attach Schedule S (Form 1120-F) in lieu of attaching a statement.

2 Instructions for Form 1120-F (2025)

Note: If the corporation does not have any gross income for the tax year because it is claiming a treaty or Code exemption, and there was withholding at source, the corporation must complete the computation of tax due or overpayment section at the bottom of page 1 of Form 1120-F (in addition to the information specified in the previous paragraph) to claim a refund of the amounts withheld.

Entities electing to be taxed as foreign corporations. A foreign eligible entity that elected to be classified as a corporation must file Form 1120-F under the same circumstances as a per se corporation and an entity that defaults into corporate status unless it is required to file a special return listed under Special Returns for Certain Organizations, later. The entity must also have filed Form 8832, Entity Classification Election. A foreign corporation filing Form 1120-F for the year of the election must attach a copy of Form 8832 to its Form 1120-F. See Form 8832 , later, for additional information.

Protective return. If a foreign corporation conducts limited activities in the United States in a tax year that the foreign corporation determines does not give rise to gross income that is effectively connected with the conduct of a trade or business within the United States, the foreign corporation should follow the instructions for filing a protective return to safeguard its right to receive the benefit of the deductions and credits attributable to that gross income under Regulations section 1.882-4(a)(3)(vi) in the event that it is subsequently determined that the original determination was incorrect. A foreign corporation should also file a protective return if it determines initially that it has no U.S. tax liability under the provisions of an applicable income tax treaty (for example, because its income is not attributable to a permanent establishment in the United States). See Protective Return Filers , later. A foreign corporation that does not file a return will lose the right to take deductions and credits against effectively connected income (ECI). See Other Filing Requirements , later.

Qualified derivatives dealer. A foreign corporation that was, or had a branch that was, a qualified derivatives dealer must file Form 1120-F even if one of the exceptions under Exceptions From Filing below applies.

Qualified opportunity fund. If a corporation intends to self-certify as a qualified opportunity fund (QOF), a foreign corporation organized in a U.S. terrritory must file Form 1120-F and attach Form 8996, Qualified Opportunity Fund, even if the corporation had no income or expenses to report. See Item II on page 3 of Form 1120-F. Also, see the Instructions for Form 8996.

Qualified opportunity investment. If the foreign corporation held a qualified investment in a QOF at any time during the year, the corporation must file its return with Form 8997, Initial and Annual Statement of Qualified Opportunity Fund (QOF) Investments, attached. See the instructions for Form 8997.

Note: A foreign corporation that was, or held an investment in, a QOF must meet the filing requirements indicated in the two preceding paragraphs even if one of the exceptions under Exceptions From Filing below applies.