🇺🇸 United States
The US offers unmatched access to customers and capital; Delaware LLCs and C-Corps are the standard vehicles for founders raising from US investors.
Who it suits
Who it does not
Living
A vast, diverse country where immigration is the main hurdle for founders, with visa categories for investors, specialty workers and intra-company transfers.
Business
An LLC suits flexible owner-managed businesses, while a Delaware C-Corp is expected by venture investors. Formation is fast and inexpensive.
Tax
Federal corporate tax is 21%, plus variable state taxes; LLCs are typically pass-through. The system is complex, so structuring around your residency and investors matters.
Figures are indicative and change over time. We confirm the current rules, rates and requirements for your specific situation before you commit.
How incorporation works
- Entity and stateDecide the entity and the state together. A Delaware C-Corp is what US venture investors expect; an LLC suits owner-managed businesses; Wyoming and Delaware are the usual homes for non-residents. The wrong combination is expensive to unwind later.
- FormationFile the certificate of formation or incorporation with the state. The charter normally comes back within a day or two.
- Registered agentAppoint a registered agent in the state of formation. The agent receives legal process and official mail, and the appointment has to be kept alive.
- EINObtain the employer identification number from the IRS. Without a US social security number the application cannot be made online, and this is the step that sets the timetable for non-residents.
- Governing documentsAdopt the operating agreement or bylaws, issue the membership interests or shares, and pass the first resolutions.
- Bank accountOpen the account. Most US banks want somebody present; for non-residents the realistic route is a US fintech, and even that asks for the EIN and a real description of the business.
- Tax registrationsRegister in any state where the business has a presence or nexus, including sales tax where goods or digital services are sold.
- Reporting calendarFix the federal and state filing calendar at the outset. A foreign-owned single-member LLC carries its own reporting even with no profit, and missing it is the most common and most expensive mistake made here.
What we need from you
- Passport copies for every owner, officer and director
- Recent proof of address for each of them
- A preferred company name, with an alternative
- A description of the business, its customers and its markets
- The ownership split and the intended capital
- The registered-agent address in the state of formation
- Responsible-party details for the EIN application
- Powers of attorney where we act on your behalf
What you end up with
- Certificate of formation or incorporation
- Operating agreement or bylaws
- Membership-interest or stock certificates and the company registers
- Employer identification number
- A registered agent in the state of formation
- State tax registrations where applied for
- A corporate pack banks and counterparties will accept
Every year after that
- A state annual report or franchise tax filing in the state of formation
- A federal income tax return — and for a foreign-owned single-member LLC, a pro-forma return with the related-party information return attached, even in a year with no income
- State income or gross-receipts returns wherever the company has nexus
- Sales-tax returns where registered
- Payroll filings where anyone is on a US payroll
- Keeping the registered agent and the registered address in place
Common questions
Is a US LLC tax-free for a non-resident?
Sometimes, and only on narrow facts: a single foreign owner, no US office or dependent agent, and no income effectively connected with a US trade or business. Change any one of those and the answer changes. The filing obligation, meanwhile, does not disappear when the tax does.
What does a foreign-owned LLC still have to file?
A foreign-owned single-member LLC is treated as a corporation for information-reporting purposes and files a pro-forma return with an information return on transactions with its owner — every year, loss-making and dormant years included. The penalties for missing it are substantial and largely automatic.
Do I still have to report beneficial owners?
FinCEN has exempted companies formed in the United States from beneficial-ownership reporting under the Corporate Transparency Act. The obligation continues for foreign-formed entities registered to do business in the US. This area has moved repeatedly, so we confirm the position as it stands when you file.
Delaware or Wyoming?
Delaware if investors are coming: its corporate law and case law are what their documents assume. Wyoming is cheaper and quieter and works well for owner-managed businesses with no outside equity. The question is who will read your cap table, not which state markets itself better.
How long does the EIN take?
The state filing is a matter of days. The EIN is the bottleneck for anyone without a US social security number, because it cannot be applied for online. Plan the bank account around the EIN, not the other way round.
LLC or C-Corp?
An LLC is flexible and usually transparent for tax, which can be an advantage or a problem depending on where you live. A C-Corp pays its own tax and is the structure investors fund. Your own tax residency decides this as much as the business does.
Set up your company in United States
Tell us about your business and we will confirm whether United States is the right fit — and handle the full incorporation.
- A reply within one working day
- The first consultation is 30 minutes
- Confidential, no obligation