Register a company in Delaware, the incorporation default.

Raising capital or issuing equity to investors: Delaware, no debate, because the term sheets demand it. A lean holding or e-commerce LLC that will never see a VC: Wyoming does the same job for a fifth of the annual cost with stronger statutory privacy. We ask about your next three years, then answer.

Real and narrow. A single-member LLC owned by a non-resident, with no US-source effectively connected income (no US office, employees or dependent agents), owes no US federal income tax. The asterisks: your home country taxes you anyway, many CFC regimes look through the LLC, and one US warehouse or hire changes the analysis. We map your actual footprint before you believe the internet.

By the paper route: Form SS-4, a designated third party, and the IRS fax queue. Two to eight weeks in practice. We file it correctly the first time, which is the entire game; rejected applications restart the clock.

Through fintech platforms (Mercury, Relay and their class) yes, routinely, with a clean file. Traditional banks want US presence and often an in-person visit. We scope which lane your profile supports before promising anything, because the bank, not the filing, is the hard part of a US setup.

The annual information return every foreign-owned single-member LLC must file with a pro-forma 1120, reporting transactions with its owner. It carries a $25,000 penalty per missed year and the IRS issues them mechanically. It is the single most expensive thing non-resident founders don't know about; ours is filed as standard.

The rules moved in 2025: FinCEN's interim rule exempted US-formed companies and US persons from beneficial-ownership reporting, leaving foreign companies registered in the US in scope. The dust is still settling. We track the current text and file whatever your structure actually requires, no more and no less.

Because their lawyers, their funds' documents and two centuries of Chancery case law all assume it: preferred stock mechanics, board duties and exit disputes are settled law in Delaware and open questions elsewhere. Fighting the default costs more than the franchise tax ever will.

It is the authorized-shares method scaring you. Delaware's default calculation on a startup's ten million authorized shares looks enormous until recalculated under the assumed-par-value method, which usually lands near $400-800. We file the recalculation with the report; nobody should pay the sticker price.

In numbers: dented, not lost. The Tesla ruling sent Texas and Nevada real refugees, and Delaware answered with statute changes to keep controllers comfortable. For VC-backed companies and cross-border founders the network effects still decide: every investor on earth reads Delaware. We recommend rivals when they genuinely fit, and say why.

From $2,400 for the entity with agent, EIN and documents; from $4,400 with banking. The state files in days; the EIN takes two to eight weeks without an SSN; fintech banking one to four weeks more. Annual upkeep from $600 plus the $300 franchise tax. The 5472 filing from $800/year where required.