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International Incorporation: How difficult is it to form a single member Delaware LLC from outside the United States?

By John Williams | Published October 24, 2012

If you live outside the United States you shouldn’t feel overwhelmed by the international incorporation process. The international incorporation process is actually remarkably simple. You do not need to be a US Citizen to be a member of a Delaware LLC. The Delaware LLC can be owned entirely by foreigners outside the United States. Or The Delaware LLC can be owned by a foreign corporation or other entity outside the United States, without any US owners.  Many foreigners choose a Delaware LLC it is the most flexible form os business and provides the most protection for the owners and managers.

Unlike most other countries, the United States does not have a nationwide incorporation system, there is no United States corporation or LLC. Instead, each of the 50 states and territories each have their own laws regarding incorporation. Delaware companies are also welcome in almost all parts of the world, in large part because many of the Fortune 500 Companies are Delaware companies, and most countries want that business and therefore make it easy for those companies to do business abroad. You can also use a Delaware LLC to do business in any state in the United States.

If you are not doing business in the United States, but instead are using this business abroad, you may be considering a one member LLC (one owner). The single-member LLC is a disregarded entity for US tax purposes and may not require a US tax return if there is no US source income.  However, even these entities must complete the Foreign Bank and Financial Accounts (FBAR) reporting form disclosing foreign accounts or risk US tax penalties. The FBAR is short and is an informational disclosure form.

Generally if the single member Delaware LLC owned by a non-resident alien does not have US source income, the single member LLC is not required to have a United States tax ID number, a US mailing address, a US office, any US owners,  a US bank account, or file a US tax return. Simply put, forming a single member LLC within the US is just about as simple as completing the online order form. You do not need to sign any documents to be filed with the State of Delaware. We simply need a valid credit card number and the other correspondence information required on our order form.

You will need to prove ownership and your identity when opening a foreign bank account or conducting business overseas. It is important to be aware of the requirements of both your home country and the bank where you plan to set-up operations, many require more disclosure and proof of ownership. If this is the case, you will may want to state on the incorporation order form’s special request box: “please add an additional article to the formation filing listing my name as member with my passport number which is _______.” This should make it easier for you to do business with banks in your home country once your company is formed.

We hope you have found this information helpful in navigating the incorporation process. We look forward to helping you form an LLC in Delaware today.

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When deciding where to form your company, consider that Delaware has advantages over your home state that may benefit you. Go