Forming a US LLC as a non-resident

Who can own a US LLC

A limited liability company is a US business entity created under state law. There is no citizenship or residency requirement to own one. A person living in Germany, Brazil, India or almost anywhere else can be the only owner, called the sole member, of a US LLC.

You do not need a visa, a US address, a Social Security number or a trip to the US. The practical limits come later, from banks and payment providers, which each decide which countries they serve. Owners who are residents of, or nationals of, countries under US sanctions generally cannot use US companies or US banks.

What you need to form one

• A company name that is free in the state you choose. See registered agents and naming rules.
• A state. Most non-US founders choose Wyoming, New Mexico or Delaware. Compare them in Wyoming vs Delaware vs New Mexico.
• A registered agent with a physical address in that state. Every state requires one.
• The full name, address and country of each owner, and a passport for identity checks.
• A short description of what the company does. Most states accept a general purpose.

The state receives a short formation document, usually called Articles of Organization (Delaware calls it a Certificate of Formation). Once approved, the LLC exists.

The steps, in order

1. Choose the state and check the name.
2. File the Articles of Organization with the state and pay the state fee.
3. Sign an operating agreement. Most states do not require it to be filed, but banks ask for it.
4. Apply to the IRS for an EIN, the company's federal tax number. Without a Social Security number this is done by fax or phone, not online. See getting an EIN without an SSN.
5. Open a business bank account. See opening a US bank account as a non-resident.
6. Put the yearly obligations in your calendar: the state report, if your state has one, and IRS Form 5472.

State approval typically takes between one day and a few weeks depending on the state. The EIN usually takes longer than the LLC itself for owners without an SSN. Our how it works page shows typical times for each step.

What it costs

There are three kinds of cost: the one-time state filing fee, the yearly state fee if your state has one, and the services you buy, such as a registered agent. State fees range from $50 to $425 to form and from $0 to $350 a year among the states we offer. The state fee table lists all of them.

Budget separately for tax preparation. A foreign-owned single-member LLC files Form 5472 with the IRS every year, and most owners pay a US tax preparer to do it.

Taxes, briefly

By default the IRS treats a single-member LLC as a disregarded entity, meaning the company itself does not pay federal income tax. What the owner owes depends on whether the income is connected with a trade or business in the US, on any tax treaty, and on the tax rules of the country where the owner lives. Many owners outside the US owe little or no US federal income tax but must report the income at home.

This is general information, not tax advice. Talk to a tax adviser in your country and, ideally, one who knows US rules before you start trading.

The one obligation every foreign-owned single-member LLC has is the yearly Form 5472, filed even when the company had no income. Missing it can lead to a $25,000 penalty.

Beneficial ownership reporting

Under an interim rule published by FinCEN in March 2025, companies formed in the US are exempt from beneficial ownership information (BOI) reporting under the Corporate Transparency Act. Only companies formed abroad and registered to do business in the US still report. Rules in this area have changed several times, and we will tell our customers if they change again.

Common mistakes

• Choosing a state because of a vague tax promise. A state's income tax rarely matters to an owner who does no business there.
• Forgetting Form 5472 in the first year because there was no income.
• Mixing personal and company money in one account, which weakens the liability protection.
• Letting the registered agent lapse after year one.

For the long-term picture, read keeping your LLC in good standing.

What you have at the end

When it is all done you hold the approved Articles, an EIN letter, a signed operating agreement and usually a banking resolution. With those, plus a US business address and a website, you can apply for a bank account and payment providers. Keep digital copies in one place; you will be asked for them again.