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USA Company Formation - Main Steps to Follow

The United States of America has the largest and appreciated economy in the world, an influential culture, and history, with a gross domestic product per capita which can surpass $18 trillion (as registered for 2016) in just one year. International and local investors have varied business opportunities on the US market and can set up companies in domains like tourism, technology, engineering, finance and many more. First of all, a business form should be accepted once the company is ready to be incorporated in one of the 50 states in America. There are three major entities which can be set up in the USA, such as:
 
  • limited liability company (the most popular business structure in USA);
  • corporation (destined for experienced and professional business persons in USA);
  • limited partnership (this can transform into general partnerships under certain conditions);
  • sole proprietorships for small and medium entrepreneurs in the USA.
     
The business presence can be suitably developed in America once the appropriate form is selected, considering the regulations and the civil law jurisdictions in this matter. In compliance with the legislation related to the company formation in USA, our team of company incorporation specialists in USA can provide business persons the necessary support when drafting the paperwork for a future enterprise and can offer tax advice on request. 
 

What is a virtual office in USA?


A virtual office in USA is a dedicated service for business persons from abroad who do not want to consider a traditional office for their activities. Deciding for a virtual office in USA come with the following services:
  • • a respected and notable business address in any chosen state in USA;
  • • dedicated fax services besides phone call forwarding and related communication facilities;
  • • a local phone number linked to the business’s future clients in USA;
  • • mail and correspondence collection at the request of the business person;
  • • a private local phone number for the business owner in USA. 


How can I set up a limited liability company in USA?


A limited liability company can be set up under certain conditions and with less bureaucracy. A preferred form of business in USA is the limited liability company for citizens non-US citizens but also for local businessmen. Delaware, Wyoming, and Nevada are among the business-friendly states in which entrepreneurs can focus on and can establish a limited liability company. It is good to know that there are no restrictions regarding the numbers of the owners of an LLC in USA, the minimum share capital and the nationality of the shareholders. Here are the main requirements for opening a limited liability company in USA:
 
  1. Choose and reserve the name of the company ( a verification in this sense is necessary).
  2. Appoint a representative agent if you want to incorporate the company from abroad.
  3. Offer information about the company’s owners (name, address, residency).
  4. Apply for FEIN (Federal Employer Identification Number) with the IRS.
  5. Open a bank account for your company (for future financial operations).
  6. Provide the Articles of Association with information about the owners, the activities, the liabilities.

Please consider that if your home country is part of The Hague Convention, you will need to provide to the authorities an Apostille or a Certificate of Authentification of your company which is necessary for opening a bank account in the country you live, for your company in the USA. We remind that USA company formation requires lots of attention to the legislation of the state in which the incorporation will take place. In this matter, among many others, our company formation agents in USA can offer complete support and guidance.
 

Document requirements for company formation in USA


The following table comprises information about the necessary documents for opening a US company:
 
  Limited Liability Company Business Corporation
Company formation The Articles of Organization The Articles of Incorporation
Administrative body The managing agreement A shareholder agreement
Ownership Member certificate for each partner The share certificate for each member of the business
Taxes IRS Form SS4 IRS Form SS4
Due Diligence Citizens from Cuba, North Korea, Irak or Iran cannot own US companies Citizens from Cuba, North Korea, Irak or Iran cannot own US companies


What is a C corporation in USA?


Citizens form overseas interested in starting a business in USA can choose to form a C Corporation which is also known as a regular corporation. Besides opening an LLC in the USA, foreign investors can also consider registering a C Corporation which offers limited liability to the stockholders, managers, and employees. A C Corporation has an unlimited development potential through the sale of shares which can attract investors worldwide. Furthermore, a C Corporation in USA inputs no limits on the shareholders, but if there are, for instance, 500 stockholders and valuable assets of $ 10 million, the C Corporation must be registered with the Securities and Exchange Commission in the USA.
 

How to open a branch in USA

 
If you want to open a branch in USA, legal entity which reports all the operations to the parent company, you should observe the requirements of the business division of the institutions in charge of such incorporation in USA. This can be set up as a corporation after the name of the owners, the representative agents, the board of managers and the activities are set out.
 

How to open a subsidiary in USA
 

The registration process of a subsidiary, also known as the U.S. subsidiary starts with the Business Division of the Secretary of State (Delaware, Oklahoma, Rhode Island, South Dakota, etc.) and a set of documents with full information about the parent company and the owners. Please bear in mind that a registered agent is necessary, and besides that, the company must apply for EIN (Employer Identification Number) before commencing any activities.
 

FAQ about LLCs in USA


What is the management of an LLC in USA?

The management of an LLC in USA involves the board of managers in charge of the daily decisions, in complete agreement with the owners' business matters and purposes.

What are the taxes for LLCs?

An LLC is seen as a pass-through entity and the taxes involved are applicable to each share of profits assigned to each member forming the company. In other words, each LLC member will have to pay the taxes of the distributive shares in the firm. It is good to know that a single-member LLC must pay the taxes in the same way a sole trader does.

How long does it take to register an LLC?

Most of the states offer the possibility of incorporating a limited liability company within three or four working days. However, if all the documents are correctly drafted and submitted, the process of incorporation might be short. We remind that our team can act in a fast and reliable manner when it comes to company formation, especially for a limited liability company in USA.

What are the name conditions for an LLC in USA?

It is good to know that the name of your company in USA must comprise the following additional information: L.L.C., Limited Liability Company, Limited Company, Ltd. Co. or LLC.

What is the LLC seal?

The LLC seal is a device which is used as the official emblem of the company on documents, papers, and certificates. It is good to know that the seal of your company can be requested when opening a bank account in USA.

Can I remove an LLC member?

The operating agreement is normally created by the members of an LLC in USA which contains information about the owners, their responsibilities and also the ways in which a member of the firm can be removed. The annual report must contain information about the changes in the company, including the ones regarding the removal of a member of an LLC.

What is the annual report for LLCs in USA?

The annual report or the Statement of Information must be submitted to the registration office in the state where your limited liability company is formed. This is a document that states any of the updates made in the firm, if there is a new member involved or not. We mention that our team can handle your annual report for your business in USA.

How do I close an LLC in USA?

An LLC in USA can be easily closed by filing the Articles of Dissolution which need to mention the amount of capital that it is returned for each member who formed the company. The Internal Revenue Service is the institution which needs to be informed by the dissolution of the LLC. The IRS will cancel the EIN, the company’s tax identification number and will inform the owners about the final tax return. The after-filing tasks are just simple formalities which can be easily explained by our team of consultants.
 

Short facts about US business visas


A business established in USA by a foreign investor from abroad is permitted as long as the owner controls it outside the borders. However, if you plan to come to USA and perform the activities as the shareholder or as the manager of the company, you should apply for an US business visa. For example, a B1 visa available for six months allows you to negotiate with future partners, but restricts you to sign contracts or work in the company. As for the E-1 visa, also known as the treaty trader visa, this is issued for citizens from countries that have signed treaties with the USA. The validity of such visa will depend on the length of the business you develop in USA. Another important visa is the E-2 visa which is mostly known as the treaty investor visa which allows a foreigner to come to US only if his/her country signed a treaty. This is also a temporary visa which can be renewed until the business is closed. The EB-5 visa is the Investor Green Card Program which is granted for investments between USD 500,000 and USD 1 million and offers permanent residence after the probation period in USA. 

Foreign investors who are interested in opening their companies in USA and start their operations should seek support and information about the necessary types of visas. We are at your disposal if you want assistance and details about the available business visas in USA.
 

What states are preferred for company incorporation in USA?


Delaware, Wyoming, and Nevada are among states with suitable and relaxed regulations for setting up a company in the USA. For instance, Delaware has less restrictive business laws and it is open for all kinds of startups among many others. All companies in Delaware must be registered with the Delaware Department of State Division of Corporations, and please keep in mind that a registered agent with a physical address in Delaware must be hired for your company in the state. The same is available for Wyoming, Nevada or any other state in USA. Regarding the business environment and the legislation in Wyoming, we mention that incorporating a company in this state comes with no franchise taxes, no need for nominee directors and privacy regarding the stockholders of the enterprise. No matter which of the 50 states in USA you would like to incorporate your business in, our advisors can help in drafting the documents, in tax matters or when applying for special licenses and permits.

For a better and complete understanding of how a local or a foreigner can open a company in USA, we invite you to get in touch with our team of experts in company incorporation in USA who stands at your disposal with information.

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