A US limited liability company is one of the most common companies founders form in a country they don’t live in. It lets you sign with American customers, take payments through US platforms and hold dollars in a US account, and you don’t need a visa, a US address or a US partner to own one.
The forming is quick. What catches people out is the year after: an IRS filing that applies to almost every foreign-owned LLC, even one that earned nothing. This guide covers both, from official sources checked in October 2026.
What an LLC is, for tax purposes
An LLC is a state company: you form it in one state, under that state’s law. Federal tax then depends on how many owners it has.
- One owner: by default the IRS ignores the LLC for income tax and treats its activity as the owner’s. It can elect to be taxed as a corporation instead, on Form 8832.
- Two or more owners: by default it is a partnership, files Form 1065, and has to withhold US tax on income effectively connected with a US business that is allocated to foreign partners.
- A C-corporation is a different company type: it pays 21% federal tax on its own profits and is what venture investors usually expect.
“Ignored for income tax” is not the same as “tax-free”. A nonresident is taxed in the US on income effectively connected with a US trade or business and on certain other US-source income, and your own country may tax the profit wherever the company sits. Ask an adviser who knows both countries before you rely on any of it.
Sources: IRS: single-member LLCs · IRS: LLCs · IRS: taxation of nonresident aliens · IRS: partnership withholding · IRS Publication 542
Delaware or Wyoming?
| Delaware | Wyoming | |
|---|---|---|
| To form an LLC | $110 (paid same-day and 24-hour options) | $100; online filings are active immediately |
| Every year | $400 LLC tax, due by 1 June | Annual report with licence tax of $60 or more, due on the first day of the month the LLC was formed |
| If you miss it | $200 penalty plus 1.5% interest a month | Administrative dissolution if not filed within 60 days |
| Registered agent | Required, in Delaware | Required, at a physical Wyoming address |
| Best known for | Investor-backed companies and C-corps | Low-cost single-owner LLCs |
For a consultant, an online shop or a holding LLC with one owner, Wyoming usually does the job for less. If you expect to raise money, start in Delaware, and probably as a C-corporation; investors tend to ask for it.
Wyoming’s Articles of Organization ask for the company name and its registered agent and office, and are signed by an organiser; they don’t list members or managers. The annual report covers the company’s assets in Wyoming and its principal office address.
Sources: Delaware fee schedule (Aug 2026) · Delaware LLC tax · Wyoming fees · Wyoming Articles of Organization · Wyoming LLC Act
Step by step
- Pick the state and the name. The name has to be available in that state and include “LLC” or similar.
- Appoint a registered agent. Both states require one at a local address; it receives official mail and legal papers for the company.
- File the formation document. A Certificate of Formation in Delaware, Articles of Organization in Wyoming.
- Get the EIN. The company’s federal tax number, needed for the bank and for the IRS filing below. If you have no SSN or ITIN, you can’t use the IRS online application: Form SS-4 goes by phone (267-941-1099, not toll-free), fax (304-707-9471 from outside the US) or mail, which takes four to five weeks. The person named as responsible party must be an individual; without a US number, the form says to enter “Foreign”.
- Open the bank account. Banks and fintechs that accept foreign-owned LLCs ask for the formation document, the EIN letter, your passport and proof of address, and a clear description of what the business does and who pays it.
- Put the yearly dates in your calendar before you forget them.
Sources: IRS: Form SS-4 instructions
The filing most foreign owners miss: Form 5472
A single-member LLC owned by a non-US person has no US income tax return of its own. But for this one purpose the IRS treats it as a corporation, and it must file a pro forma Form 1120 with Form 5472 attached every year, by the Form 1120 due date. For a calendar-year LLC that is 15 April.
- What goes on it: the owner, and “reportable transactions” between the LLC and its owner. These include the money you put in to set it up and anything you take out: contributions to, and distributions from, the LLC.
- How to file: not electronically. It goes by fax to 855-887-7737 or by mail to the IRS in Ogden, Utah, marked “Foreign-owned U.S. DE” across the top.
- More time: file Form 7004 by 15 April for an extension.
- If you don’t file: the penalty is $25,000, and more if it continues after the IRS writes to you.
- Records: the company has to keep books good enough to show its filings are correct, including its dealings with you.
It applies even in a quiet year. If you paid the formation fees yourself, that is already a contribution to report.
Sources: IRS: Form 5472 instructions · IRS: Form 1120 instructions
One thing you no longer file: FinCEN beneficial ownership
Since FinCEN’s final rule took effect on 14 August 2026, companies formed in the US don’t report their beneficial owners. The duty now applies only to companies formed outside the US that register to do business in a state.
Sources: FinCEN: beneficial ownership information · FinCEN announcement
An example year
Invented for illustration. Ana is a product designer in Lisbon who invoices clients in the US and Canada. She forms a single-member Wyoming LLC on 10 March 2026 and pays the formation costs herself.
- March 2026: LLC formed; EIN applied for by fax; bank account opened once the EIN letter arrives.
- During 2026: clients pay the LLC; Ana moves money to her personal account from time to time. Each payment out is a distribution to record.
- 1 March 2027: Wyoming annual report and licence tax due.
- 15 April 2027: pro forma Form 1120 with Form 5472 for 2026, reporting her contributions and distributions. Or Form 7004 by that date for more time.
- And in Portugal: what her LLC’s profit means for her own tax return is a question for her Portuguese adviser.
Keeping the books for a company like this is covered on Certanta: bookkeeping for Airwallex, Wise, Mercury and Revolut Business.
When a US LLC isn’t the right answer
- Your customers aren’t in the US. A company near your market, or where you live, may bank and invoice more easily. See best country to incorporate.
- You want a company that pays no tax anywhere. An LLC moves the question to you and your country; it doesn’t make it disappear. See company in one country, you in another.
- You’re raising venture money. Talk to your investors first; most will ask for a Delaware C-corporation.
Form your US LLC with us
We file the company in Delaware or Wyoming, act through a registered agent, get the EIN without an SSN, help with the bank account, and keep the yearly dates in front of you.
US company formationFrequently asked questions
Can a non-US resident own a US LLC?
Yes. You don’t need US citizenship, residency or a visa to form or own an LLC in Delaware or Wyoming. The LLC must have a registered agent in its state.
Does a foreign-owned LLC pay US tax?
A single-member LLC is ignored for US income tax by default, so the question is whether its owner has income effectively connected with a US trade or business or other US-source income. Many foreign owners don’t, but it depends on the facts, and your home country may tax the profit. Ask an adviser before relying on it.
What is Form 5472 and do I have to file it?
If you are a non-US person who owns a single-member US LLC, yes, every year. It is filed with a pro forma Form 1120 by 15 April for a calendar year, by fax or mail, and reports transactions between you and the LLC, including money you put in and take out. The penalty for not filing is $25,000.
Can I get an EIN without a Social Security Number?
Yes, but not online. Send Form SS-4 to the IRS by phone, fax or mail; by mail it takes four to five weeks. Without an SSN or ITIN, the responsible party line says “Foreign”.
Is Wyoming or Delaware better for a non-resident?
For a single-owner LLC, Wyoming is usually cheaper: $100 to form and a yearly licence tax from $60, against Delaware’s $110 and $400 a year. Delaware is the better-known choice for companies raising investment, usually as a C-corporation.
General information for internationally mobile founders, not tax, legal or immigration advice for your situation. Rules and fees change; confirm your position with a qualified adviser in each country involved before acting.