How to Form a United States Company
1. Determine Which Business Entity to Form: LLC or Corporation
You can incorporate an LLC or a corporation (also known as a “C-Corporation” or “Regular Corporation”) if any of the company’s owners—referred to as “Shareholders” for corporations and “Members” for LLCs—are not citizens of the United States. Another organization kind is known as a “S-Corporation,” but it necessitates US citizenship for all of its stockholders.
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A US Corporation or LLC may have an unlimited number of owners, regardless of the nation in which they reside, whether they are people or other businesses (domestic or international corporations, LLCs, etc.). If you are unclear of local requirements, it is crucial to check your local laws and, if required, engage an attorney knowledgeable with both US law and your case. Your home country may have limits on the kind of US corporation that may operate there.
Please read “Which Type of Business Entity to Choose” for more information on the advantages of each business structure, including a comparison of corporations and LLCs.
2. Select the State in Which to Establish an LLC or Corporation
In the US, an LLC or corporation may be established in any of the 50 states as well as Washington, DC. The reason you are founding the organization will determine which state you select. Particularly Delaware, Nevada, and Wyoming, are among the US states that are more “business-friendly” or “international-friendly” than others. Please check “Which State to Incorporate or Form an LLC” for comprehensive information on these states and choosing a state. We incorporate businesses in all fifty states as well as Washington, DC.
For example:
a. Wyoming has lower annual state fees (which you can check on this page) than Delaware or Nevada if all you want to do is form a US company because you need to open a US bank account and/or merchant account (to accept credit cards) and you won’t be opening a US branch or having a physical presence.
b. You might choose to consider the state in where you plan to create your US branch if it will have a physical office and hire people from home. It should be noted that even if you opt to incorporate the business in another state, such as Delaware, if your office will be operating in Florida, the state where you are opening the office will need you to “re-register” the Delaware corporation in Florida. By going through this procedure, known as “foreign qualification,” you are allowing the Delaware firm to establish a physical presence in Florida. Naturally, if assistance with international qualification is required, we can provide it as well.
c. A Delaware Corporation is the vehicle that the great majority of US investors and venture capitalists want if you wish to start a company with the intention of collecting US investment or venture money.
See How a Startup Attorney Suggested Creating a Delaware Corporation in This Related Article.
3. American Corporation and LLC Formation Requirements
There are only a few simple things we need to create your business for you once you’ve determined what kind of company you want to form and which state you will form the company in.
Among them are:
a. Select a Business Name
We’ll check to see whether this name is available in the state of your choice. If it’s not available, we’ll get in touch with you to get other suggestions for names, and we’ll keep looking until we discover one that is.
b. Hire a Registration Agent
The entity designated as the Registered Agent is required to maintain a physical address in the state of formation, be reachable during regular business hours, and be able to receive and sign official legal and state papers on behalf of the company. For $99 per year (which is guaranteed to never go up), we may offer the Registered Agent in any state. These papers will be accepted by our service, which will then scan and email them to you. If required, documents that cannot be scanned or that need a physical signature will be sent by international mail along with tracking numbers.
NOTE: A registered agent is not a mail forwarding service; rather, they are required by law to receive official state papers and legal documents and transmit them to you in the event that your business is sued. For instructions on forwarding regular business mail and correspondence, see the section below on setting up mail forwarding and/or virtual office services.
c. List the names and addresses of the participants (directors, officers, members, etc.).
d. Optional Federal Employer Identification Number
The Federal Employer Identification Number (FEIN), also referred to as a “EIN” or just a “Tax ID Number,” is a number that is assigned to businesses by the Internal Revenue Service (IRS) of the United States. We help you get this number from the IRS when the state files your corporation. For instance, a US bank account (or maybe one in your own country; please verify with your local bank to see whether they require this number to create an account) will require the FEIN.
NOTE: Ordering our FEIN Obtainment service will enable us to complete the FEIN Application and obtain the company’s FEIN via FAX from the IRS on your behalf if you or another owner of your business do not currently have a Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN). Please note that this process can take significantly longer; please contact us for the most recent turnaround times. If you choose this option, you must get an ITIN by April 15 of the following year, following the formation of your firm. Further information on getting an ITIN may be seen here. We are unable to help with ITIN acquisition; however, this IRS page has a list of “Acceptance Agents” that can.
Everything you require to create a corporation in the United States as a foreigner, non-citizen, or US citizen residing abroad is covered in depth on this website. By incorporating in the US, your business may have access to the greatest investor base in the world as well as the US market, which will boost its reputation. To assist you complete that procedure, please refer to our other post, How to Sell on Amazon as a Non-US Citizen.
We’ve put together this step-by-step guide to help those who are based outside of the US and want to establish a company in the US for any reason—to open a merchant account, bank account, or physical branch, or for any other reason—by outlining the procedure, outlining exactly what you need, and outlining our assistance. Keep in mind that the terms “incorporate” and “form an LLC” refer to the formation of a corporation and limited liability company, respectively. These terms are further defined below.
We will file paperwork known as “Articles of Incorporation” or “Certificate of Incorporation” in order to establish a corporation in the United States. These documents are known as “Articles of Organization” or “Certificate of Organization” in the LLC version (the titles of these documents may vary based on the state you select). Additionally, a business that is not an individual is referred to as a “entity” and can be either a corporation or an LLC.
