What is the procedure for registering in the United States?
Unlike most other countries, forming a business in the US takes place at the individual state level as opposed to the federal level. As such depending on the state where you register they are different state tax implications based on the type of entity you register, Corporation or LLC, and the state you choose. We suggest that you speak with a US tax professional in order to determine the state of formation and entity type that will work best based on your business purposes. Once you know the state and entity type that you would like to register we can assist with the process of preparing the associated formation documents and providing the required registered agent services. The information required in the formation document varies per state. When forming your company we will request the mandatory information from you in order to complete the filing. The filing is then submitted to the appropriate state agency for filing, normally called the Department of State or Secretary of State. Once the formation document is filed the company will be registered with the state agency and proof of filing will be provided accordingly.
Should I register a Corporation or LLC?
The most common US structures that are similar to structures found in other countries are the Corporation and LLC. Both have their benefits and drawbacks which can include reporting requirements, taxation, state formation costs and annual state maintenance costs. While Accumera can advise you as to the state formation costs and annual state maintenance costs we cannot provide advice as to what entity type you should register. We suggest that you speak with a US tax professional in order to determine the entity type that will work best based on your business purposes.
In which state should I choose to register my company?
If your company has a physical location in any one state it is usually recommended to file in that state. If your company does not have a physical location in the US you should consider incorporating and forming your company in a “business friendly” state such as Delaware. We suggest that you speak with a US tax professional in order to determine the state of formation that will work best based on your business purposes.
How do I determine my resident status for taxation purposes?
To determine your residency and tax status in the US you should visit the IRS.gov website and review Publication 519 US Tax Guide for Aliens. If you have business income in the US and are deemed to be a resident alien you will be submit to taxation on your US income. If your business does not operate in the US and does not have income from US sources you will not be required to file a federal income tax return but still may be subject to annual report filing and fees at the state level. We suggest that you speak with a US tax professional for advice on taxation specific to your situation.
Do I need a US Federal Tax Identification Number (EIN) for my company?
If your company will transact business in the US it will most likely need an EIN. The EIN is the number that the IRS designates to your company which helps keep track of how your company is taxed in the US and any filings that are required. It is also required for establishing bank accounts, state tax accounts, establishing a credit history and hiring employees. When obtaining a EIN for a foreign owned business the IRS requires that the responsible person in charge of the taxes for the company have a Social Security Number (SSN) or International Taxpayer Identification Number (ITIN). The ITIN is issued to foreign individuals that are required to pay US taxes and are not eligible for a SSN. If you need an ITIN you will need to retain the services of a tax professional to assist with the application process.
Do I need to do anything my home country?
After registering in the US, you should check if there are any reporting or filing requirements within your home county. If there are, we advise you to consult an tax professional with expertise in what obligations are resulting from the registration of your company in the US.
What is an apostille and do I need one?
An apostille is a certification attached to a document, by a state agency, that allows for that document to be used in another country (pursuant to the 1961 Hague Convention). If you need certification that your company has been registered in the US in order to provide it to an agency in your home country an apostille will be required. Documents such as Articles of Organization, Certificate of Incorporation, Certificate of Incumbency and Certificate of Good Standing can be apostilled for use overseas.
What is a registered agent?
A registered agent is a person or company that is a resident of a specific state and is designated by a company to receive important tax and legal documents on behalf of the company. These documents include, services of process (notice of a lawsuit), state mail (annual reports), federal mail (tax notices). All of our international formation packages come standard with the 1st year of registered agent services. With our registered agents service we will keep you up to date with email notices of your annual report filings that are due and forward any notice of Service of Process immediately via email so you can address any legal issue as soon as possible.
Can nonresidents own shares in an S-Corporation based in the United States?
A nonresident cannot own shares in a S-Corporation but can own shares in a C-Corporation. Nonresidents cannot own shares in an S-Corporation because, S-Corporations allow shareholders to report their portion of income/expenses on their personal income tax returns and avoid corporate level taxation. As nonresidents do not file a U.S. tax return the law stipulates that they cannot be shareholders of S-Corporations. For these reasons most nonresidents conducting business in the U.S. usually register their business as a LLC as there is typically no limitation set on who can own interest in a U.S. LLC.
What are Virtual Office Services (VOS)?
VOS are the services of mail forwarding, phone and fax services as provided by Accumera. With our VOS services we can provide you with mail forwarding from our New York and Delaware offices as well as phone and fax numbers from anywhere in the U.S. All mail and faxes are forwarded via email and phone numbers can be set to be answers via voicemail with email forwarding of the message or the phone number can be redirected to anywhere in the world. Contact us for more information about our Virtual Office Services.