START A COMPANY / AMERICAS
How to register a company in United States
Companies are formed state by state, not federally. Delaware (C-corp) is the usual choice for venture-backed startups; Delaware or Wyoming LLCs suit small owner-run firms. Filing is online and quick. Federal tax registration (EIN) is separate.
- REGISTRY
- State Secretary of State / Division of Corporations (e.g. Delaware Division of Corporations)
- ONLINE
- Fully online
- FROM
- US$50 (≈ £37)
- STRUCTURES HERE
- 3
Setting up from abroad
Yes. No US residency, visa or local director is needed. You need a registered agent with a US address in the state, an EIN from the IRS (by phone, fax or mail without an SSN), and a US bank account (often via fintech or an agent).
CORPORATION
Delaware C-corp: Delaware Corporation (C-corporation)
Startups planning to raise venture capital or issue stock options; investors expect Delaware.
- Liability
- Limited to what you put in
- You need
- 1 incorporator, 1 director, 1 officer
- Minimum capital
- None (franchise tax depends on authorised shares)
- Time
- 1–3 days to incorporate; 1–4 weeks for EIN and bank account
Steps
Choose a name and check availability on the Delaware Division of Corporations website.
Appoint a Delaware registered agent (required, with a Delaware street address).
File the Certificate of Incorporation online with the Division of Corporations.
Adopt bylaws, appoint directors and officers, and issue founder stock by board consent.
Apply for an EIN from the IRS (Form SS-4; by phone on +1 267-941-1099 for foreign owners).
Register as a foreign corporation in the state where you actually operate, if it is not Delaware.
Open a US bank account and file Form 83(b) within 30 days if founder stock vests.
Documents
- Certificate of Incorporation
- Bylaws
- Board consent / stock purchase agreements
- IRS Form SS-4
- Registered agent agreement
Official fees
Filing fee from about USD 89 (rises with authorised shares); annual franchise tax from USD 175 (assumed-par-value method often much lower than the authorised-shares method); annual report USD 50. Unverified: check the August 2026 fee schedule.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | US$140≈ £100 | DIY: Delaware filing fee plus first-year report fee, about (excludes registered agent) |
| With an accountant or agent | US$600≈ £450 | About: filing, registered agent and formation service for the first year |
| Full service | US$3,500≈ £2,600 | About: startup lawyer set-up, registered agent, stock documents and bank introduction |
Every year
- File the Delaware annual report and pay franchise tax by 1 March
- File federal Form 1120 (and Form 5472 if foreign-owned), plus state returns
- Keep a registered agent and board/stockholder minutes
- Pay payroll taxes and renew state qualifications where you operate
Check before you rely on it. Not confirmed with an official source: Delaware fee amounts (the fee schedule is a PDF). Foreign-owned corporations file Form 5472; the penalty for failure is USD 25,000.
LIMITED LIABILITY COMPANY
LLC: Limited Liability Company (Delaware or Wyoming)
Owner-run, consulting or e-commerce firms; simple admin and flexible tax treatment.
- Liability
- Limited to what you put in
- You need
- 1 member
- Minimum capital
- None
- Time
- 1–3 days to form; 1–4 weeks for EIN and bank
Steps
Pick the state: Delaware (well known, higher annual cost) or Wyoming (low fees, no state income tax).
Check name availability with the state Secretary of State.
Appoint a registered agent with a physical address in the state.
File the Certificate of Formation (Delaware) or Articles of Organization (Wyoming) online.
Write an operating agreement (not filed, but banks ask for it).
Apply for an EIN from the IRS using Form SS-4 (phone, fax or mail for non-US owners).
Register in the state where you operate if it differs, and open a US bank account.
Documents
- Certificate of Formation / Articles of Organization
- Operating agreement
- IRS Form SS-4
- Registered agent agreement
- Passport copy for bank
Official fees
Delaware: about USD 110 to form, USD 300 annual LLC tax due 1 June. Wyoming: about USD 100 to form, annual report from USD 60. Unverified: not confirmed against 2026 schedules.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | US$100≈ £74 | DIY: Wyoming filing fee only (Delaware USD 110), excluding registered agent |
| With an accountant or agent | US$500≈ £370 | About: state fee, registered agent and formation service for the first year |
| Full service | US$2,500≈ £1,900 | About: lawyer, registered agent, operating agreement, EIN and bank account help |
Every year
- Pay Delaware annual tax (USD 300 by 1 June) or file the Wyoming annual report
- File federal tax: Form 1065 or 1120, or Form 5472 with a pro-forma 1120 for single-member foreign-owned LLCs
- Keep a registered agent
- File state returns and sales tax where you do business
Good to know. Non-US owners of a single-member LLC with no US trade or business generally owe no US income tax but must still file Form 5472. Unverified: tax treatment depends on the owner's country; take advice.
SOLE TRADER
Sole proprietorship: Sole proprietorship (DBA)
Individuals trading in their own name in the US; not practical for most non-residents.
- Liability
- Unlimited: you are personally liable
- You need
- 1 owner
- Minimum capital
- None
- Time
- 1 day to 2 weeks
Steps
Check state and city licensing rules for your trade.
Register a trade name (DBA) with the county or state if not using your own name.
Obtain an EIN or use your SSN/ITIN.
Register for state sales tax where you sell taxable goods.
Obtain local business licences and permits.
Open a business bank account.
Documents
- Government ID
- DBA/fictitious name filing
- EIN or SSN/ITIN
- Local licences
Official fees
No state formation fee; DBA filing typically USD 10–100 and city licences vary.
Budget
| How | About | What it covers |
|---|---|---|
| Do it yourself | US$50≈ £37 | DIY: DBA filing and a basic local licence, about |
| With an accountant or agent | US$300≈ £220 | About: filings plus an accountant's set-up advice |
| Full service | US$1,000≈ £740 | About: lawyer and accountant set-up with licensing support |
Every year
- File federal Schedule C and pay self-employment tax
- Pay estimated quarterly tax
- Renew local licences and DBA
Good to know. Not recommended for foreign founders because owners are personally liable and non-resident income is taxed directly.
After you register
- Get an EIN (IRS); foreign applicants phone +1 267-941-1099 or fax/mail Form SS-4. Only one EIN per day.
- Federal income tax: C-corps file Form 1120 at 21%; LLCs are pass-through unless they elect otherwise.
- No national VAT: sales tax is set by state, with economic nexus rules for remote sellers. Register where you exceed thresholds.
- Payroll: register with the IRS and state agencies for withholding, Social Security/Medicare and unemployment insurance.
- Beneficial ownership (BOI/CTA): since FinCEN's March 2025 interim rule, US-formed companies and US persons are exempt from BOI reporting; only foreign companies registered in a US state must report.
- Open a US bank account; many banks need an EIN, formation documents and an in-person visit, so fintech options are common.
- Obtain city, county or industry licences and file for foreign qualification in each state of operation.
Sources
Checked against:
Pound amounts use HMRC's exchange rates for 2026-10 and are a rough guide only.
Other countries in Americas
This guide is general information to help you plan, not legal, tax or immigration advice. Fees, forms and rules change: check the official registry before you file, and take professional advice for anything complex. Agent and lawyer costs are typical market prices, not quotes.