LLC and company registration in the USA for non-residents

Company registration in the USA for non-residents

For a non-resident, registering a company in the USA usually means forming an LLC or a C-corporation. Most founders who sell services or run an online business choose an LLC, because it is the simpler of the two and has no US residency requirement. A founder who plans to raise money from investors may prefer a Delaware C-corporation. Read LLC vs C-Corp to compare them. Either way, the registration is done online, and you do not need to travel to the US.

Register an LLC in the USA as a foreigner

The steps to register an LLC in the USA for foreigners are the same as for a non-resident. You choose a state, name the company, appoint a registered agent, file the formation document with the state, and then apply for the EIN. A foreigner does not need a US visa, a US address of their own or a Social Security Number to do this. What a foreigner does need to plan for is the yearly IRS filing for a foreign-owned LLC, and how the profits are taxed where they live. See LLC formation for the steps, or choose your country from the list below for a guide to your case.

Can a non-resident own a US LLC?

Yes. No state asks for US citizenship or residency to own an LLC, and you do not have to travel to the United States to form one. What changes for a non-resident is not the filing itself, but the steps around it: the registered agent, the EIN, the bank account and the yearly IRS forms.

What you need before you start

• A company name that is available in your chosen state.
• A registered agent in that state, since you will not have a US address of your own.
• The full names and addresses of the owners.
• A passport, which many banks and payment platforms ask for later.

Choosing a state

Founders often pick Delaware, Wyoming or New Mexico, and sometimes Florida or Texas. The usual questions to ask are:

• What does it cost each year? Formation fees are only the first bill. Annual taxes and reports differ a lot between states.
• Where will you actually do business? If you have customers, staff or inventory in a state, you may need to register there as well.
• Do you plan to raise money? Investors usually prefer a Delaware corporation, and that is a different structure from an LLC.

No-tax states do not mean no tax. Federal rules still apply, and so do the rules of the country you live in.

How a non-resident's LLC is taxed

A single-member LLC is normally ignored for US income tax, so its profit is treated as the owner's. For a foreign owner with no US business activity and no US-source income, there is often no US income tax to pay. There is still a yearly paper filing: Form 5472 with a pro forma Form 1120, due in April for a calendar-year company. The penalty for missing it is large, and many owners do not know about it until a notice arrives.

An LLC with two or more owners is treated as a partnership and files a different return. Your home country will also tax what you earn, and treaties affect how that works. Ask an accountant who knows both countries, and see US LLC tax filing for the US side.

Banking and payments

You will need an EIN first, and then a US bank account or a US-dollar account that gives you US account details. Some banks open accounts remotely and some ask you to visit. Decide this early, because getting paid is usually the reason for forming the LLC. See US business bank account for the options.

Mistakes we see

• Forming in one state and operating in another without registering there.
• Paying business costs from a personal account, which blurs the LLC's separate status.
• Skipping the annual state report because the company has no income.
• Missing the IRS filing for foreign-owned LLCs.

The order that works

1. Choose the state and name.
2. File the formation documents with a registered agent.
3. Get the EIN.
4. Open the bank account.
5. Put a calendar in place for annual reports and the IRS filing.

Register an LLC in the USA as a foreigner: step by step

1. Choose the state. Compare the yearly cost, not only the filing fee. See LLC filing fees by state.
2. Check the name against the state's records. It must end in "LLC".
3. Appoint a registered agent with a street address in the state. The first year is included in our packages.
4. File the articles of organization (a certificate of formation in some states). This is what creates the company.
5. Sign an operating agreement that records who owns the LLC.
6. Get an EIN. A foreigner without a Social Security Number can still get one; see our EIN service.
7. Open a US business bank account and keep the company's money separate from your own.
8. Keep up the yearly filings: the state report or tax, and the IRS form below.

Documents a non-resident needs to register an LLC

• A valid passport.
• Proof of your address in your home country.
• Your email and phone number.
• The company name you want, and a backup.

You do not need a US visa, a Social Security Number or a US address of your own.

How much does it cost to register an LLC in the USA for non-residents?

Two costs apply: the state's filing fee, and a service fee if someone files for you. Our Basic package has a service fee of $49, and the first year of registered agent service is included. Then add the yearly costs: the registered agent renewal, the state's annual report or tax, and the IRS filing. Our pricing page has the packages.

The yearly IRS filing that foreigners must not miss

If you are the only owner of the LLC and you live outside the US, the LLC files Form 5472 with a pro forma Form 1120 every year, even with no income. A miss carries a $25,000 penalty. We prepare it in our US LLC tax filing service.

Guides by country

Founders ask us most often about India, Pakistan, Bangladesh, the UAE, Nigeria and the UK. Any other country follows the same steps: see open a US LLC from any country.