LLC for non US residents: complete guide to forming a US company in 2026

Can non-residents form a US LLC

Yes. No US state requires an LLC owner to be a citizen or resident, and there's no federal rule blocking a foreign person from owning one. You don't need a US address, a Social Security number, or a visa. A non-resident can be the sole member of a US LLC and run the whole thing from another country.

What you do need is a registered agent with a physical address in your formation state, and a way to get an EIN . The registered agent provides a required address for service of process and official correspondence, it doesn't itself establish that the business operates in the US.

The barriers people actually run into aren't legal ones. They're administrative: getting an EIN without an SSN, opening a bank account from abroad, and not missing a filing because you're not sitting near a US mailbox. All three are solvable, and we'll walk through each one below.

Why form a US LLC as a non-resident

Access US business banking and payment platforms

Most fintechs and payment processors want a US entity and an EIN before they'll open an account, though requirements vary significantly by provider and jurisdiction. A US LLC gives you both, which is usually the real reason founders form one in the first place.

Invoice US and international clients in USD

A US-registered company makes it easier to sign contracts American clients are comfortable with, invoice in USD, and get paid without cross-border banking friction on every transaction.

Access US-based business platforms

Some SaaS tools, marketplaces and B2B platforms are built around US entities, or simply work more smoothly with one. A US LLC removes a filter that would otherwise rule you out before a conversation even starts.

Separate personal and business liability

An LLC separates your personal assets from the business's liabilities, the same protection a US-based owner gets. It also typically isn't taxed as a separate entity; profits pass through to you directly, which for a foreign owner can avoid a second layer of US corporate tax in many situations.

How to set up a US LLC as a non-resident

The steps have to happen roughly in this order, since each one depends on the last.

Step 1: Choose the right state for your LLC

Your state choice affects what you pay to form the LLC, what you pay every year after, and how much of your information becomes public record. Wyoming, Delaware and New Mexico are the three states non-resident founders compare most often.

Wyoming

Wyoming is the most common recommendation for non-residents, usually because it checks three boxes at once: no state income tax, low ongoing fees, and strong owner privacy. Formation costs about $100, and the annual report license tax is the greater of $60 or a small percentage of assets located in Wyoming, so $60 is the minimum most small LLCs pay. The report is due on the first day of your LLC's anniversary month.

Delaware

Delaware is popular for its business law and its courts, which is why a lot of larger or investor-facing companies form there. For a non-resident running a lean operation, it's the more expensive option: $110 to form, plus a flat $300 annual franchise tax for LLCs, and a registered agent is required.

New Mexico

New Mexico is the cheapest state to maintain by a wide margin within the ones discussed in this article. Formation costs about $50, and there's no annual LLC report or annual fee. New Mexico requires domestic and foreign for-profit corporations to file biennial reports (every two years) with the Secretary of State; LLCs, however, are not subject to this requirement. It also offers strong privacy protections for owners.

How to choose between the states

If you're comparing where to form your LLC, the best state to start a business in the US depends on more than just the initial filing fee. The right choice depends on where the business actually operates, state income or franchise taxes, annual or biennial reporting requirements, registered-agent costs, privacy protections, foreign qualification needs, investor requirements, and any licensing obligations.

Texas is worth a look, too, if none of the three above fit your business. There's no state income tax and no annual report fee, but every taxable LLC still has to file a franchise tax report and a Public Information Report by May 15, even when the tax owed is $0.

These fees and rules vary by state and change over time, so confirm the current figures with the state's official business division before you file.

Step 2: Choose and register your LLC name

Your LLC name needs a designator such as LLC or Limited Liability Company, and it has to be distinguishable from other business names already registered in your formation state. Most Secretary of State websites let you search name availability before you file, which is worth doing before you get attached to a name. It's also a reasonable point to check for a matching domain, since fixing a naming conflict after formation is more expensive than checking now.

Step 3: Appoint a registered agent

Every LLC needs a registered agent with a physical address in the formation state. This is a paid service, typically $50 to $200 a year, and it's what receives official mail and legal documents on the LLC's behalf.

Step 4: File your articles of organization

This is the formation document you submit to the state's Secretary of State or business division, along with the state filing fee. Once it's approved, you get a certificate of formation, which is the document banks and the IRS will both ask for later.

Step 5: Create an operating agreement

Most states don't require you to file an operating agreement, but it's still worth writing one. It sets out ownership, how decisions get made, and what happens if you bring in a co-founder down the line. Banks and payment processors sometimes ask to see it too, so it's worth having on hand even for a single-member LLC.

Step 6: Apply for an EIN without an SSN

The EIN is issued by the IRS, and non-residents without a Social Security number or ITIN can still get one, just not through the online application, which only works if you already have an SSN or ITIN. Instead, you complete Form SS-4 and submit it by fax or mail.

On line 7b, where the form asks for an SSN or ITIN, the IRS instructs: "Enter 'foreign' or N/A on line 7b if the responsible party doesn't have and is ineligible to obtain an SSN or ITIN. An entry is required." If you're outside the US, fax the completed form to 304-707-9471, or 855-215-1627 if you're filing from within the US.

Fax applications typically come back in about four business days. Mail takes several weeks. Either way, you'll receive a CP 575 confirmation letter, which is what banks and payment processors will ask you for as proof.

Step 7: Open a US business bank account

You'll need your certificate of formation and active EIN, depending on the banking service provider, before applying for a business account. Traditional US banks can be difficult for non-residents, as many require an SSN or ITIN and an in-person visit.

Online-first financial platforms can be a more practical option. Aspire accepts US-incorporated companies, and non-US individuals who control the business can provide a valid passport or driver's license instead of an SSN.

Approval depends on your business type, ownership structure, and country of residence, and additional documents may be required.

Step 8: Register for state and local taxes and licenses

Depending on your business activity and where you operate, you may need to register for state or local tax accounts and licenses. This is an important step for most US businesses and shouldn't be skipped just because your LLC is foreign-owned.

Step 9: Set up payment processing

Once the bank account is open, you can connect a payment processor. Stripe is the common choice for SaaS and online businesses. PayPal Business works well for e-commerce and freelancers. Merchant accounts through traditional processors suit higher-volume businesses but come with more underwriting.

Same as banking, approval depends on the processor's own rules around business type and country of residence, and a decline from one doesn't mean a decline from all of them.

What documents do non-residents need to form a US LLC

State formation documents

Articles of organization filed with the state, the certificate of formation you receive once it's approved, and your registered agent's details.

Federal tax documents

Form SS-4 to apply for your EIN, and the CP 575 confirmation letter the IRS sends back once it's issued.

Banking documents

A valid passport, your certificate of formation, your EIN confirmation letter, and proof of a US address, which is typically your registered agent's address.

How much does it cost to form a US LLC as a non-resident

State filing fees

$50 to $300 depending on the state, paid once when you file.

Registered agent fees

$50 to $200 a year, paid annually for as long as the LLC exists.

Formation and EIN assistance

Optional. A formation service can handle the state filing and EIN application for you, typically $0 to $500 depending on what's included. You can also do all of this yourself at no extra cost.

Annual state costs and compliance fees

$0 to $300 a year depending on the state, plus whatever you spend on an accountant for federal filings if you don't handle them yourself.

Using the states above as a guide, a Wyoming LLC runs about $100 to form and $60 a year to maintain, on top of registered agent fees. Delaware costs about $110 to form and $300 a year in franchise tax. New Mexico costs about $50 to form with no annual report fee at all. These are the minimums. If you hire an accountant for your federal filings, budget for that separately, because the filings covered below aren't optional.

What taxes does a non-resident US LLC pay

Tax treatment depends on your situation, so it helps to separate this into layers rather than look for one answer.

US federal income tax

A single-member LLC owned by one person is usually treated as a disregarded entity for US tax purposes, meaning the IRS looks through the LLC to you as the owner. Whether you owe US federal tax comes down to whether your income is effectively connected with a US trade or business, and what tax treaty your country has with the US. Income that isn't effectively connected may be subject to withholding instead. This is specific enough to your circumstances that it's worth confirming with a tax professional rather than assuming either way.

State and local taxes

This varies widely by state. Wyoming and Texas, for example, have no state income tax, while others do. Your LLC may also owe state-level fees or franchise taxes regardless of whether it turns a profit.

Foreign-owned LLC filing requirements

Once your LLC has a foreign owner, a separate set of federal filing rules applies that domestic-owned LLCs don't have to deal with. The main one is Form 5472, covered next.

Form 5472 and pro forma Form 1120

This is the filing most foreign-owned LLCs miss, and it carries steep penalties. You generally have to file it if a foreign person owns at least 25% of the LLC and the LLC has reportable transactions with a related party. For a single-member LLC owned entirely by a non-resident, that threshold is met automatically, since you hold 100%.

For a foreign-owned single-member LLC treated as a disregarded entity, the IRS requires Form 5472 to be filed together with a pro forma Form 1120, even if the LLC owes no income tax. The point of the filing is to report transactions between the LLC and its foreign owner or related parties, including owner contributions, owner distributions, loans, certain payments between the owner and the LLC, and formation-related transactions.

The penalty for missing it is significant and applies per year it was required. Because it's a filing that exists even when no tax is owed, it's easy to forget, and a lot of founders only discover it after the fact.

Tax obligations in your country of residence

You may also owe tax at home on the LLC's income. Many countries have tax treaties with the US that prevent double taxation, but the specifics depend on the country. This is where founders get caught off guard most often, so it's worth checking with a local accountant rather than assuming the US side is the only side that matters.

US LLC compliance requirements for non-residents, including local and state tax obligations

Federal filing requirements

If Form 5472 applies to you, file it alongside the pro forma Form 1120 every year, even in a year with no income and no tax owed.

State annual reports and fees

Most states require an annual or biennial report, and the deadline depends on the state. Wyoming's is due the first day of your anniversary month; Texas's franchise report is due May 15. Missing it can put the LLC out of good standing.

Registered agent renewal

If your agent resigns or your subscription lapses, the LLC can lose good standing without you necessarily knowing right away. It's worth keeping this on autopay.

Beneficial ownership reporting requirements

This one changed significantly in 2026. Under the Corporate Transparency Act, US companies were originally required to report their beneficial owners to FinCEN. In 2026, FinCEN issued a final rule that reversed this: US companies are now exempt from BOI reporting entirely. Only certain foreign companies registered to do business in the US still have to report, and even they don't need to report US person beneficial owners.

For your LLC, that means a US company formed by a non-resident still falls under the exemption and generally doesn't need to file a BOI report. That's a real simplification compared to earlier years. BOI rules have shifted more than once through court rulings and new regulations, though, so it's worth checking FinCEN's current guidance at the time you actually file.

Business and financial recordkeeping

Form 5472 requires accurate records of transactions between you and the LLC, so keep clear documentation of any money moving between you and the business. Your home country may also require its own records for foreign assets or income.

US LLC vs other business structures for non-residents

LLC vs C-Corp

If you're planning to raise venture capital, a C-corporation is usually the better structure; most US investors are set up to invest in C-corps, not LLCs. A C-corp is also taxed as a separate entity, meaning corporate-level tax and then tax again when profits are distributed, the double taxation an LLC's pass-through structure is generally built to avoid. The trade-off is that a C-corp comes with more formalities and higher compliance costs than an LLC.

LLC vs S-Corp

An S-corp isn't really an option for most non-residents to begin with. S-corp shareholders have to be US citizens or resident individuals, so a foreign owner generally can't elect S-corp status. That rules the comparison out for most non-resident founders before it starts.

When is a C-Corp the better choice

If you're planning to raise venture capital or bring on US institutional investors, a C-corp is typically the better fit, since most US investors are structured to invest in C-corps rather than LLCs. It also makes sense if you plan to reinvest profits into the business rather than distribute them, since C-corp tax rates on retained earnings can sometimes work out favorably depending on your situation. The trade-off is more compliance formality and potential double taxation on distributed profits.

When is an LLC the better choice

For freelancers, consultants, agencies, SaaS founders, and e-commerce sellers serving US customers, an LLC is usually the practical choice, though the right structure ultimately depends on your business model, tax position, and fundraising plans. An LLC is generally cheaper to form, has fewer compliance obligations, and offers pass-through taxation that can avoid a second layer of US corporate tax in many situations. It's a different calculation if your business has no US connection at all, where the ongoing compliance might not be worth carrying.

Common challenges non-residents face when forming a US LLC

Getting an EIN without an SSN

This is the step most people expect to be difficult, and it can be if you don't know the online application isn't available to you. Once you know to use Form SS-4 by fax or mail and write Foreign on line 7b, it's a standard, supported process rather than a workaround. The IRS's phone line for international applicants can also issue one the same day if you'd rather not wait on the fax.

Opening a US business bank account remotely

Traditional banks are close to a dead end without an SSN or ITIN. Fintech platforms are built for this, but approval still isn't guaranteed; each one sets its own eligibility rules around country of residence and business type. Applying to more than one at once saves time.

Understanding US and foreign tax obligations

There's no shortcut here. Your tax exposure depends on your activity, your US presence, where your income comes from, and your home country's rules, and it changes from founder to founder. Get a professional opinion early rather than assuming you're either fully exempt or fully liable.

Keeping up with annual compliance

The filings that carry no tax, like Form 5472 or a state annual report, are the ones people miss, precisely because there's no bill attached to remind you. A simple calendar of deadlines, or a compliance service, catches most of this before it becomes a problem.

Common mistakes non-residents make when forming a US LLC

1. Choosing a state without considering where you actually operate. Choosing a state based on reputation or a formation guide’s default recommendation, rather than where your business actually has a physical presence, can create foreign qualification requirements later.
2. Using the registered agent’s address as the business address. A registered agent receives legal and state correspondence on behalf of your LLC. Their address should not automatically be treated as your business address for contracts, invoices, banking applications, or other business records.
3. Assuming an LLC means zero US tax. Forming an LLC does not automatically create a US tax bill, but it does not eliminate potential tax obligations either. Your tax position depends on factors such as your business activity, income source, and US presence.
4. Missing Form 5472. A foreign-owned LLC may need to file Form 5472 when it has reportable transactions with its foreign owner or other related parties. The filing can be required even when no US income tax is owed, and penalties for failing to file can be significant.
5. Ignoring tax obligations in your country of residence. Forming a US LLC does not remove your tax responsibilities at home. Depending on your country’s rules, you may have reporting or tax obligations related to your US business and its income.
6. Forgetting state or local licenses. Forming an LLC is only one part of setting up a business. Depending on your industry, activities, and location, you may also need state or local tax registrations, permits, or business licenses.
7. Assuming BOI exemption eliminates all compliance requirements. The 2026 BOI exemption removes the federal beneficial ownership reporting requirement for most US-formed companies, but it does not eliminate other obligations. You may still need to file state reports, meet federal filing requirements such as Form 5472 when applicable, and handle US and foreign tax obligations.

US LLC Checklist

If you're forming a US LLC from outside the country, work through these steps in order:

Before you form the LLC

• Choose your state: Compare formation fees, annual costs, privacy rules, and tax requirements. Wyoming and Delaware are common choices, but if you have a physical office or actually operate in a particular state, that may be the better place to form your LLC.
• Choose your LLC name: Check that your preferred business name is available in your chosen state and includes an identifier such as “LLC.”
• Appoint a registered agent: Hire a registered agent with a physical street address in your formation state. The agent receives official government and legal documents for your LLC.
• File the Articles of Organization: Submit your formation documents to the relevant state authority and pay the filing fee. State fees generally range from $50 to $500, depending on where you form the LLC.
• Create an operating agreement: Set out who owns the LLC, how the business will be managed, and how profits and responsibilities are divided. While requirements vary by state, having one is useful even for a single-member LLC.

Get your business identification and banking in place

• Apply for an EIN: Complete Form SS-4 to request an Employer Identification Number from the IRS. Non-residents can apply without a US SSN or citizenship.
• Keep your EIN confirmation: Save the IRS confirmation, as you may need it when applying for a business bank account or payment services.
• Open a US business bank account: Look for a bank or online financial platform that accepts non-resident business owners. You may need your passport, LLC formation documents, EIN, and business information.
• Set up payment processing: Choose a payment processor based on your business model, customers, and eligibility.

Stay on top of compliance

• Check your BOI requirements: Review the current FinCEN rules to determine whether your LLC needs to file a Beneficial Ownership Information report. The rules have changed, so don't rely on older LLC formation guides.
• File state annual reports: Keep track of your state's annual or biennial reporting requirements and any associated fees.
• Handle federal filings: Foreign-owned single-member LLCs may have federal reporting requirements, including Form 5472 and a pro forma Form 1120, even when no US income tax is owed.
• Track tax obligations: Review your US federal and state tax position, along with any reporting or tax requirements in your country of residence.
• Consider professional help: If you're unfamiliar with cross-border tax filings, consider working with an accountant who handles foreign-owned US businesses.

How Aspire helps non US founders manage US LLC finances

Managing a US LLC from outside the United States often leads to fragmented banking, delayed visibility, and manual reconciliation across tools.

Aspire¹ connects business accounts¹, payments, and expense tracking in one system so financial activity flows automatically instead of being managed separately.

Transactions are recorded in real time and synced across reporting workflows, which reduces manual effort and improves accuracy in day-to-day operations.

For non US founders, this creates a simpler setup with fewer tools to manage and clearer visibility into cash flow across regions.