The Best Way to Start a US Company from Virtually Anywhere in the World:

You can form an LLC or Corporation in the U.S.A., even if you live in another country. Unlike most countries where people form companies mainly for tax reasons, in the lawsuit happy United States, people form companies mainly for defensive reasons to protect their personal assets from business lawsuits.

Global businesses benefit from the stable laws and the prestige of a Delaware company. For cross-border transactions and sophisticated asset ownership structures, parties worldwide choose Delaware LLCs and Corporations.

From another country, you first need to understand that the law governing your company’s internal affairs will be the state of incorporation. The best choice of state that most foreign business operators select is Delaware. Even if interested in selling goods or services to major markets in large states like California or New York, these states are a poor choice for corporate domicile. These states provide little liability protection and make it easy for your company’s shield to be pierced by a creditor. Instead, the best choice is to incorporate in Delaware with the most business friendly laws and capable courts. In the United States, businesses are formed at the state level and not the national level.

You only charter a business in one state. Then that business entity can register in other states to do business, but its internal affairs remain governed only by the state where it was chartered. For this reason, business owners “forum shop” to choose the first state with the most favorable laws regardless of where that business entity will operate or hold assets.

How to Create your US Company in 5 steps:

Step 1: Choose Delaware Law to Govern your Company’s Ownership, Management, and Liability Shield.

Forming  a Delaware LLC is known in the “circles that count” as the best of the fifty states for corporate domicile. Being formed in Delaware provides your company access to the most respected judges and court system in the United States. This is because Delaware is the gold standard for predictability in business outcomes. This is one reason why simply being incorporated in Delaware can add ten percent to the market capitalization of your company’s valuation.

After Choosing Delaware, you need to decide the “choice of entity”, whether to incorporate a corporation or form a Delaware LLC. The LLC offers the best asset protection against business creditors . This makes it challenging for a creditor to collect on a business judgment by attaching the owner’s personal bank account, vehicles, boats, airplanes, furniture, electronics, jewelry, and real estate.

Once you have a Delaware LLC, you may also decide to opt out of partnership (or disregarded entity) default tax status and instead file a tax election on IRS form 8832 to have the LLC taxed as a C-Corporation. This is to avoid the LLC from being taxed on the owner’s worldwide income, which happens under partnership tax rules. This IRS form 8832 allows the LLC to “check-the-box” and opt into corporate tax reporting. This tax election may be made within 75 days after LLC formation to be timely.

Step 2: Select your Agent

Your formation agent is also going to be appointed as your company’s Registered Agent going forward. Choosing an agent who knows Delaware laws and procedures can make a big difference when your company is stress-tested in litigation. Other states have antiqued business laws and prescriptive rules designed to restrict entrepreneurs.

In contrast, Delaware has “enablement” laws letting you conduct your LLC based on “Freedom of Contract” principles to enforce structures the way you draft them, even if later seen as unfair to the other party. Delaware treats LLC members as adults. If they make a deal, they need to live with it. Put differently if they make a bed, they need to sleep in it. In contrast, many other state courts may not honor the deal as written between business owners, which adds unpredictability to the relationship.

IncNow is a reliable formation and Registered Agent choice that offers both a high level of service and professionalism at a price comparable to online document factories. Most other agents are not familiar with tax elections or offshore “blocker companies” to keep the owner’s worldwide income from being taxable. The LLC taxed as a C-Corporation or the LLC owned by a Cayman Islands intermediate “blocker company” is utilized to separate United States sourced income from unrelated worldwide income of its owner or parent company.

Note that business lawyers in the United States focus on liability protection. In other countries business lawyers focus mainly on saving taxes. In the United States you will want to work with a certified public accountant to discuss tax saving strategies.

Step 3: File Necessary Documents

After selecting your agent, your you will need to authorize them to file the formation document with your chosen company name. In Delaware, this initial company filing is known as a “Certificate of Formation.”

Once completed, your agent should also provide you a private ownership and management contract known as a Delaware limited liability company operating agreement. After, the state of Delaware approves your LLC’s certificate of formation, you will be legally formed. The operating agreement is not filed with the government. It is a private document.

Step 4: Prepare Internal Documents

Once your company is filed, the next step is to sign your internal governing documents. This ordering of affairs is essential to the future of your company. Plus, your bank will ask to see both public filing and your private operating agreement listing owners and managers.

All owners (known as members) should sign the operating agreement whether the LLC is a single member LLC or multi-member LLC. The operating agreement is a document which sets forth the structure of the LLC as well as allocating the profits and losses to its members. The Operating Agreement will also help to protect the owners.

Step 5: Get an EIN Number

An EIN (Employer Identification Number) is the tax ID used by businesses. You can acquire your EIN from the IRS by faxing a SS-4 form application to the IRS. You cannot use the IRS online EIN wizard unless the responsible party has a US social security number. If not using the online wizard, then faxing the SS-4 is required. IncNow can also serve as third-party designee to obtain an EIN for your business where we fax the SS-4 form to the IRS and then send you the EIN upon it being issued by the IRS. An EIN is required to open a bank account for your new business in the United States.

Who can NOT Form a US company?

Specific persons may not form a US company for one of the following reasons:

1. They reside in sanctioned countries by the United States
2. -They are on the Office of Foreign controls (OFAC) Specially Designate National and Blocked Persons List (SDN List)

The US department of Treasury’s Office of Foreign Asset Controls (OFAC) has also restricted US citizens from doing business in certain countries such as:

• Russia
• North Korea
• Iran
• Libya

OFAC may place a person or company on the SDN List for having connections with people or organizations that may pose a threat to US national security. Registered Agents are not permitted to conduct business with anyone on SDN List