How to register a company in USA

CLA Consultants Group efficiently and effectively completes business set up in the USA, including helping multinational Clients i) choose the optimum corporate structure ii) register for government licenses iii) open a US or international multicurrency bank account iv) recruit staff v) secure visas for foreign staff and vi) find suitable office premises.

01
Popular business entities in USA
02
Advantages and disadvantages of doing business in USA
03
Typical USA engagement steps and timeline
04
Additional support services
05
Frequently asked questions
06
I want to register a company now
01 Popular business entities in USA
Summary C-Corp Multi-Member LLC Single Member LLC Fast business solution Free zone LLC LLP Representative office
Best use of company?All purposesTrading/holdingAll purposesClose a deal nowManufacturing and export tradingProfessional servicesMarketing & research
How soon can you invoice Clients/sign sales contracts?1 week1 week1 week2 days1 week1 weekNo
How soon can you hire staff?1 week1 week1 week2 days1 week1 week1 week
How soon can you sign a lease agreement?1 week1 week1 week2 days1 week1 week1 week
How long to supply corporate bank account numbers?5 weeks1 month1 month2 days1 month1 month1 month
How long to supply company registration numbers?1 week1 week1 week2 days1 week1 week1 week
How long to complete EIN Registration6 weeks6 weeks5 weeksN/A6 weeks6 weeks5 weeks
Corporate tax rate on annual net profits?21% - 33%0%0%0%0%0%0%
Limited liability entity?YesYesYesYesYesYesNo
Government grants available?YesNoNoNoNoNoNo
Government approval required for foreign owners?NoNoNoNoNoNoNo
Resident director/manager/legal representative required?NoNoNoNoNoNoYes
Minimum paid up share capital?US$1US$1US$1US$1US$1US$1None
Can bid for Government contracts?YesNoNoNoYesNoNo
Corporate bank account location?IllinoisSingaporeHong KongIllinoisNorth CarolinaFloridaCalifornia
Can secure trade finance?YesYesYesYesYesYesNo
VAT payable on sales to local customers?0% - 7.5%No sales in the USNo sales in the USNo sales in the US0% - 7.5%No sales in the USNo sales in the US
Average total business set up engagement costs?US$8,860US$9,000US$9,000US$11,340US$10,020US$6,500US$6,750
Average total engagement period?6 weeks5 weeks5 weeks3 months1 year5 weeks5 weeks
Accounting and tax considerations
Statutory corporate tax payable?21% - 33%0%0%0%0%0%0%
Legally tax exempt if properly structured?NoYesYesYesNoYesYes
Must file an annual company tax return?YesYesNoNoYesYesYes
Shareholders must file an annual personal tax return?YesYesYesYesYesYesNo
Must file annual financial statements?NoNoNoNoNoNoYes
Must appoint an auditor?NoNoNoNoNoNoNo
Access to double taxation treaties?YesNoNoNoYesNoNo
Withholding tax on payments to foreign shareholders?35%0% (if services rendered abroad)0% (if services rendered abroad)0% (if services rendered abroad)35%0% (if services rendered abroad)None
How long to complete state tax registration2 weeks2 weeks2 weeks2 weeks2 weeks2 weeks2 weeks
Company Registration
Resident director/manager/legal representative required?NoNoNoNoNoNoYes
Minimum number of shareholders/partners?111111Parent company
Maximum shareholding for foreigners?100%100%100%100%100%100%100%
Minimum statutory paid up share capital?US$1US$1US$1US$1US$1US$1None
Shelf companies available?YesYesYesYesNoNoNo
Time to incorporate a new entity?1 week1 week1 weekNone1 week1 week1 week
Can easily convert to a PLC?YesYesYesYesYesNoNo
Public registrar including directors and shareholders?YesYesYesYesYesYesNo
Can have preference shareholders?YesYesNoYesYesNoNo
Business Considerations
Good entity for trademark registration?YesYesYesYesYesYesNo
Can secure an import and export license?YesNo sales in the USNo sales in the USNo sales in the USYesYesNo
Sponsorship by a local citizen required?NoNoNoNoNoNoNo
Our Client needs to travel to US for business set up?NoNoNoNoNoNoNo
Temporary physical office solutions available?YesYesYesYesYesYesYes
You need a local resident as bank signatory?NoNoNoNoNoNoNo
Can be wholly foreign owned?YesYesYesYesYesYesYes
The entity will likely be regulated by?"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation"Secretary of State" in state of incorporation
Security deposit to be kept with Government?NoNoNoNoNoNoNo
Minimum number of directors/managers?1111111
Monthly VAT reporting to the Government?Depends on the State of registrationDepends on the State of registrationDepends on the State of registrationDepends on the State of registrationDepends on the State of registrationDepends on the State of registrationDepends on the State of registration
Must sign an office lease agreement during incorporation?NoNoNoNoNoNoNo
Shareholders & directors documents to be attested/translated?YesYesYesYesYesYesYes
Each foreign director needs a personal income tax number?NoNoNoNoNoNoNo
Foreign non resident director needs a work permit?NoNoNoNoNoNoNo
Maximum number of staff allowed?NoneNoneNoneNoneNoneNoneNone
Expatriate to local staff ratio?NoneNoneNoneNoneNoneNoneNone
Can secure residence visa for business owner?YesYesYesYesYesYesYes
Group HQ tax incentives available?NoNoNoNoNoNoNo
Other useful information
What will be included in my customer sales invoice?Click hereClick hereClick hereClick hereClick hereClick hereClick here
This country has signed free trade agreements?YesYesYesYesYesYesYes
This country is a member of WIPO/TRIPS?YesYesYesYesYesYesYes
This country is a member of the ICSID?YesYesYesYesYesYesYes
Average custom duties suffered?2%2%2%2%2%2%2%
Government foreign investment approval required?NoNoNoNoNoNoNo
Average monthly office rental? (US$ per sq m)US$45US$45US$45US$45US$45US$45US$45
Minimum statutory monthly salary? (federal minimum wage)US$1,257US$1,257US$1,257US$1,257US$1,257US$1,257US$1,257
Average monthly US$ salary for local skilled employees?US$3,700US$3,700US$3,700US$3,700US$3,700US$3,700US$3,700
US$ deposit interest rate? (1 year average)1%1%1%1%1%1%1%
Overseas remittance currency controls?NoneNoneNoneNoneNoneNoneNone
Banking considerations
Multi-currency bank accounts available?YesYesYesYesYesYesYes
Corporate visa debit cards available?YesYesYesYesYesYesYes
Quality of e-banking platform?ExcellentExcellentExcellentExcellentExcellentExcellentExcellent
Crowd funding available in this country?YesYesYesYesYesYesYes
02 Advantages and disadvantages of doing business in USA

Advantages of USA Business Setup:

  • Straightforward business setup: An American LLC can be incorporated in one day in many states. Only one shareholder and one director are needed, of any nationality, with no minimum paid-up share capital. Clients need not travel to complete company setup, and a foreign-owned USA company can legally purchase property, assets, and securities.
  • Tax advantages and incentives: Non-US citizens or non-residents providing services or manufacturing outside the USA are legally exempt from USA corporate and personal income tax. LLCs are taxed as partnerships by default, with profits and losses passing through to owners’ personal tax returns. S-Corp elections can provide tax transparency. The USA has nearly 300 free zones offering exemptions on re-export duty, deferred import duties, and state inventory taxes for exports. Low-tax states like Delaware, Texas, or Nevada allow zero state taxes for companies not operating within those states. The USA has 68 double taxation agreements, reducing withholding taxes and aiding market access.
  • Government incentives: The Small Business Administration offers loans up to US$5 million and guarantees 25% of government contracts for beneficial companies. Grants and tax incentives support job creation and strategic sectors like green energy, education, health, technology, and real estate, with over $500 billion granted annually. Deductions lower the effective corporate tax rate from 35% to about 15%, with over $1 trillion in deductions granted yearly.
  • Economic strength: The USA is the world’s largest economy with a GDP of US$21 trillion, accounting for a quarter of global trade and a consumer market spending US$11.9 trillion annually. It ranks second in global competitiveness for business dynamism, innovation, market size, and financial systems. The shale gas revolution supports energy independence, boosting GDP and job creation.
  • Financial and manufacturing hub: The USA has the world’s deepest financial markets, with business loans at 6-7% interest rates and access to the largest IPO listings. It’s the second-largest manufacturing hub, focusing on high-value outputs like aircraft, turbines, computers, and robotics, contributing 19% to GDP. Low energy costs (10.3 cents per kWh) and a productive workforce (US$67 output per hour) support manufacturing. Extensive trade networks and free trade agreements with over 20 countries, plus ongoing negotiations like the Trans-Pacific Partnership, enhance market access.
  • Innovation and entrepreneurship: The USA fosters a culture of innovation, particularly in Silicon Valley for tech startups, supported by proximity to companies like Google, Apple, and top universities. Major cities like Houston, Detroit, New York, Seattle, Los Angeles, and Chicago drive innovation in energy, automobiles, finance, aerospace, entertainment, and agriculture.
  • Investor protection: A robust regulatory environment ensures strong investor protection, enhancing business confidence.

Disadvantages of USA Business Setup:

  • Trade war with China: Since 2018, higher tariffs on Chinese imports increase costs for US companies, and restricted access to the Chinese market limits export opportunities.
  • Economic impact of COVID-19: The 2020 economic contraction of 9.5% and 7.9% unemployment rate increase retraining costs and economic uncertainty, despite potential benefits from available labor.
  • High labor costs: High-skilled workers earn an average of US$6,000 monthly, including benefits, and strict hiring/firing laws make low-end manufacturing uncompetitive compared to countries like China or Mexico.
  • Complex multi-state operations: Incorporation and tax compliance vary by state, requiring separate registrations for each state of operation, increasing administrative burdens.
  • Tax complexity: Federal, state, and municipal taxes, a complex tax code, and the lack of participation exemption for foreign subsidiary income (taxed at 35%) create high compliance costs. Multi-state income requires multiple tax filings.
  • High litigation costs: With 15 million civil lawsuits annually valued at US$251 billion, legal fees are significant, and the US system does not recover costs from losing parties, necessitating liability insurance.
  • Regulatory complexity: Inconsistent state regulations and complex tariff/import duty calculations, combined with cumbersome customs processes, increase operational costs.
  • Competitive market: High competition leads to a 50% failure rate for companies within five years, especially in capital-intensive sectors like agriculture and manufacturing, dominated by large corporations.
  • Short-term focus: The US business culture prioritizes short-term results over long-term strategies, potentially misaligning with some business goals.
  • Corruption and judicial challenges: The USA ranks 17th globally in contract enforcement and 15th in judicial process quality in New York, below OECD averages, indicating potential governance issues.
03 Typical USA engagement steps and timeline

Typical USA engagement steps

  • Client settles Healy Consultants Group’s US engagement fee, signs and returns the engagement letter, and provides due diligence documents for each stakeholder.
  • Our experts outline available corporate structures, recommending the optimal setup based on tax optimization, company law, and the Client’s business plan.
  • Healy Consultants Group prepares a detailed project plan for engagement completion, ensuring transparency and setting expectations.
  • After determining the corporate structure, we prepare incorporation forms for Client signature and return.
  • We check the availability of preferred company names and reserve the most preferred with the respective Secretary of State.
  • We incorporate the company in the chosen US jurisdiction (e.g., Delaware, Texas, Nevada, Wyoming), providing the Client with the public profile and certificate of incorporation, and register for a federal EIN.
  • The Certificate of Incorporation is received from the Department of State and forwarded to the Client.
  • If required (e.g., in New York), we publish a six-week formation announcement in local newspapers.
  • Our banking team completes corporate bank account opening, including multi-currency internet banking facilities, arranging where possible to avoid Client travel.
  • Client deposits the proposed share capital post-account opening.
  • If necessary, we register the company for unemployment insurance, workers’ compensation, and disability insurance in each state of operation.
  • Upon completion, we courier a company kit to the Client, including original corporate documents, unopened bank correspondence, and a feedback survey.

Typical USA engagement timeline

  • Engagement Planning: 1 week
  • Company incorporation: 1 week
  • Corporate bank account approval: 3 weeks
  • Corporate internet banking approval: 3 weeks
  • Engagement completion: 1 week
  • Total: 9 weeks
04 Additional support services

Opening a corporate bank account in the USA

  • The USA hosts top-tier international banks. Clients typically need to travel to meet bank officers and submit applications, with stringent checks applied.
  • Healy Consultants Group can accompany Clients to bank meetings.
  • Required documents include: photo ID and proof of address for the director, articles of incorporation, Federal EIN, and proof of business address.

USA accounting & tax considerations

  • Corporate tax: 21%
  • VAT: 10%
  • Personal income tax: 10-37%
  • Filing date for corporate tax returns: 15 July

USA visas

  • Permanent residence visa: For Clients investing US$500,000 (in rural/high unemployment areas) or US$1 million, creating 10 full-time jobs within two years.
  • Temporary residence visa: For trading activities or incorporating a company with at least 50% ownership, available for treaty country nationals.
  • Employment visa: For specialist occupations or employees transferred to a US-affiliated office.
05 Frequently asked questions

How to register an offshore company in the USA?

An offshore company can be registered as an LLC in a low-tax state like Delaware or Nevada, with no requirement to operate within the state to benefit from tax exemptions.

What are the types of business entities suitable for a non-resident in the USA?

The most suitable entity depends on the entrepreneur’s profession, business nature, and number of owners. LLCs are preferred for non-residents due to simple setup, no capital restrictions, and pass-through profit distributions.

Is a visa required for foreigners to register a business in the USA?

A visa is not required to register a business, but a valid residence permit is needed to stay and operate the business in the USA.

What are the document requirements to register an LLC in the USA?

Documents include: business name reservation form, articles of organization, operating agreement, minutes of the meeting, and board resolutions.

Do foreign companies not incorporated in the USA need an EIN to do business within the USA?

Foreign companies paying taxes or claiming deductions via tax treaties must obtain an EIN from the IRS.

What is the tax on an LLC in the USA?

LLC taxation depends on the tax class and number of members. An LLC taxed as a corporation may face an average tax rate of 27.1%.

Can US companies do business with Iran?

No, US sanctions prohibit businesses from engaging with Iran-based entities.

How to find a USA company registration number?

Each state’s online portal provides the current status of registered entities.

Can a US company do business in Canada?

Yes, subject to Canadian taxation unless exempted by a treaty.

Can any US company sponsor an H1B visa?

Any US company with a valid IRS tax number can sponsor an H1B visa for temporary foreign workers.

Does the US use GAAP or IFRS as its accounting standards?

Domestic public companies use GAAP; foreign companies may use IFRS.

How to decide upon the State for incorporating a company in the USA?

For nationwide operations, incorporate in low-tax states like Delaware or Nevada. Otherwise, choose the state where the business will operate.

How much does it cost to register a company in the USA?

Healy Consultants Group’s estimated fee for LLC setup is US$9,000, covering formation, registered agent services, EIN registration, and bank account opening.

Do businesses get tax incentives for doing business in America?

State and local governments offer tax credits and incentives to attract foreign investment, detailed at businessfacilities.com.

Why did the US impose tariffs on China?

Tariffs were imposed to address China’s unfair trade practices, sparking a trade war with retaliatory duties on US imports to China. Alternative manufacturing locations are recommended.

Does the US have free trade zones?

Yes, over 290 free trade zones exist across all 50 states, including Texas, Louisiana, South Carolina, and Puerto Rico.

What are the available types of work visas for USA companies willing to hire foreigners?

There are 11 types of temporary work visas available for foreign workers.

What are the business visas available in the USA?

Options include the EB-5 visa (Green Card for Entrepreneurs) and E-1 visa (treaty investor visa for treaty country nationals).

Is the USA a good choice to start a cryptocurrency business?

Yes, Nevada and Delaware are ideal due to their crypto-friendly ecosystems, low taxes, and legal receptiveness to crypto startups.

Register your company in the USA now!
CLA Group has the solution to help you grow.

Contact us

For more info on USA company registration, please contact our expert directly:

person
Mr. Petar Chakarov
Senior Manager, Sales & Business Development