How to set up US Company in Delaware for non US resident?

How to set up US Company in Delaware for non US residentslThis guide explains how can a Non US Resident set up a US Company (a Delaware Company, Delaware LLC or Delaware Corporation). One of the most common question we are being asked is if a person who is a non US citizen or a non US resident can set up a Delaware Company or a Delaware Corporation and serve as the company owner, officer and director. Here you will find answers to that question and other useful information design to educate you on the US incorporation process.

Can a non US resident set up a Delaware Company?

Yes, Delaware incorporation laws allow for a foreign person (e.g. non US resident) to incorporate and own (be a shareholder of a Delaware Corporation or a Member of a Delaware LLC) a Delaware business entity, just like a US citizen.

Can a non US resident serve as an officer / Director of a Delaware Company?
Yes, Delaware does not prohibit a foreign person (e.g. non US resident) to serve as an officer or director of a Delaware business entity, regardless if it's a Delaware LLC or Delaware Corporation, just like a US citizen.

How do I start setting up my US Company?

The first step is to review the various incorporation packages Tax Usa Inc's offers and select the one that best meet your needs.

Select your US Company Formation Package:

U.S. Incorporation Consultation With a CPA   $199   Gold US Incorporation Package incorporate now   Chat live
Gold US Incorporation Package      $349      Gold US Incorporation Package incorporate now      Chat live
Platinum US Incorporation Package   $1,599   Platinum US Incorporation Package incorporate now   Chat live
US LLC For Foreign Real Estate Investors   $1,450   VIP US Incorporation Package incorporate now   Chat live
US Incorporation For High-Tech Companies   $1,450   VIP US Incorporation Package incorporate now   Chat live
VIP US Incorporation Package   $1,999   VIP US Incorporation Package incorporate now   Chat live

What is the next step after choosing the incorporation package?

Once you are clear on which services you will need and after choosing the right package for you, simply submit your incorporation order using the following link: INCORPORATE NOW. The link will direct you to our secured Online Order Form.

The First item on the Incorporation Order form is the "Incorporator". What is that?

The US Company Incorporator is the person who initiates the formation the Delaware corporation or Delaware Company (LLC) by signing and filing the articles of incorporation with the state of incorporation. The Incorporator can be a US citizen or a non US resident. The incorporator serves as the company's authorized person until directors are appointment. Once the directors take over, the incorporator basically no longer has any power or management ability left.

The next item is the US company entity type. Can you elaborate on that issue?

The entity types that are available for a non US residents are mainly Delaware Corporation and Delaware LLC (Initials for Limited Liability Company). Below are the features of each entity type. If you are still not sure which entity type to choose, you can simple check the first option: "Will decide after consulting with your Certified Public Accountants" and we shall discuss this issue with you, explain the options and make educated recommendations.

Delaware Corporation:

<Low franchise tax (minimum is $50)

<Officer, Director, and Shareholder could be the same person and could be a non-U.S.-residents

<Personal liability of Officers and Directors is limited

<No Limits on where to keep Corporate books and records

<No minimum amount of capital is required

<Hostile takeover laws are designed to protect Shareholders

<Delaware courts and legal system are well known for their fair approach

<Dividends to Shareholders are allowed

<Shareholders, directors and/or committee members may act by unanimous written consent in place of formal meetings

<Different kinds of Corporation may carry any lawful business and more than one  

<Corporation may fix quorum of board of directors -- not less than one-third of the whole board; two if only two shareholders; one if only one shareholder

<Voting trusts and voting agreements may be created

<Generally, stockholder liability is limited to stock held in the corporation

<Delaware law includes Close Corporation provisions


Delaware LLC?

<Name of any member of the LLC does not have to be disclosed in the certificate of formation

<Single member LLC is allowed

<LLC is not required to hold member meetings in the state or anywhere else

<LLC may deny voting rights to some members

<LLC may indemnify members and managers

<LLC may be managed by its members or by a manager

< There is no income tax on LLC's income earned out-of-state

No minimum capital is required

<Neither members nor managers need be US citizens

<Units of the LLC ownership may be owned by individuals, corporations or any other business entity existing under either US or foreign law

<The LLC can conduct any lawful business and more than one


Next item on the order form is the state of Incorporation. Is Delaware the only option?

No, We incorporate business in all 50 US States and the District of Columbia (DC). Delaware is the most popular incorporation state for many reasons but you can choose any other US State and we shall set up your US company in that state. Delaware State offers many benefits to a non-U.S.-Resident and it certainly one of the best incorporation jurisdiction in the world. First and foremost, Delaware does not impose tax on income derived out-of-state. Additionally, there is no sales tax in Delaware (e.g. the U.S. equivalent to V.A.T) and no tangible property tax as many other states do. However, Delaware is not always the best solution and in cases where the business has employees or physical presence in other states, it is sometime recommended to skip Delaware and register the company in the state where you will operate.

Why am I being asked to submit 2 options for the US Company name?

We ask for 2 name options because we want a second alternative if your first choice is already taken or not available for use. Soon after you submit your US Incorporation order we will run a name search and get back to you with results that will indicate if your first or second options are available. If they are, we will quickly move to reserve them for you. please note that your US Company name will end with Inc. if you set up a Delaware Corporation and LLC if you choose Limited Liability Company as your entity type.

I see that you want information about a company officer. Am I eligible to be an officer even though I am a non US resident?

Yes, you are eligible to serve as an officer of the company. You so not have to be a US citizen or US resident to serve as an officer. The only thing you can not enter is a US social security number, as you can only obtain such a number if you have a US working visa. As a US company officer you will serve as the company's manager, president or chief executive officer and be responsible for the company operation.

The last item before the payment, is the one relating to shareholders / Member. What is the difference between the two, and can a non US resident be one?

Shareholders is a another word to describe the owners of a US Corporation, while members are the owners of a US LLC. Please note that you must indicate the % of ownership each shareholder / member holds in the company and assure that total ownership equals to 100%.

What happens after I submit my US incorporation Order?

Immediately after we receive your order, a designated CPA reviews it and set up a conf. call with you to discuss the process. In parallel we run a name search to reserve your desired name. Next we prepare all the necessary US incorporation documents and send you them for signing.  Once they are signed we submit them to the various state and federal authorities and follow up to have the incorporation process rapidly completed. The next step is to send our incorporation package with Certified Copy of the Incorporation Documents. If you have ordered bank account and merchant account, this is the point where we start working with you on business account opening and introduce you to various banks that may open an account for your US company.

How can I contact you and where do get more information on the US company formation process?

Call Our Incorporation Specialists at U.S. +1 [202] 742-6317
Chat live With Our Incorporation Specialists
US Company: Frequently Asked Questions
Forum on US Company For Non US Residents
Information on Delaware Company, Delaware Corporation & Delaware LLC
Online Forum: US Company for Australian Citizens

About Tax Usa Inc.

As a full service U.S. tax and accounting firm, we can assist you with your U.S. incorporation, U.S. tax compliance and filing, Payroll for your U.S. employees and U.S. records and bookkeeping. Since 2004 we have helped non US residents from all over the world to form their US Company, Delaware company or Delaware Corporation & advised on US Taxation, prepared and filed all necessary tax returns and provided our clients with wide range of bookkeeping and accounting services. With packages specially designed for non US residents and starting as low as $349 you can quickly set up a US business and have complete US presence within 7 business days.

Contact Tax Usa Inc

by mail at
by Telephone at US +1 [202] 742-6317
by online chat:
Chat live With Our Incorporation Specialists

online at
by mail at: Tax Usa Inc., 11350 Random Hills Rd. Suite 800 Fairfax VA 22030


Tax Usa Inc. | | | Site Map | Forums