Setting Up a US Subsidiary

Setting up a US company as a non-resident is easy when you have a reliable agent with extensive international experience to guide you. Whether using a US company for international trade (as an offshore company), to establish a subsidiary of an existing foreign company, or to start a new business based in the USA, with the proper guidance the process will be reasonably fast and efficient.

With over 25 years of company formation experience and a highly diversified staff and access to an extensive network of experts in many fields, USA Corporate Service is uniquely positioned to quickly and effectively guide provide you with company formation and ongoing registered agent, company secretarial and other services that will help you focus on actually running your business and getting off to a successful start.

Incorporating in the USA

• Introduction
• Summary of Features - Corporations
• Summary of Features - Limited Liability Companies
• Delaware Companies for International Use
• Nevada Companies for International Use
• New York Limited Liability Companies for International Use
• Wyoming Companies for International Use

Introduction

To learn more on this subject, please read our article How to Set Up a US Subsidiary.

No one should be expected to reinvent the wheel. At USA Corporate Services, we provide you with experienced, friendly assistance to help your new business start off successfully. The first step to a successful start is learning the processes involved in setting up a new business, or a new subsidiary of your exiting business. We provide you with a one-stop resource to help you with all aspects of setting up a business.

Generally speaking, there are two distinct types of entities used for business purposes: the corporation and the limited liability company (LLC). The corporation is a sui generis entity, legally separate and distinct from its shareholders, and a creature (and legal citizen) of the State of its incorporation. As a statutory person, it can only be terminated by an action of the State of its incorporation.

The other entity is the limited liability company, which is essentially derived from partnership law with corporate characteristics. As such, it is not truly separated from its owners (the "members") and can be terminated by any number of occurrences without action by its State of origin. The LLC is a much newer innovation, and many aspects are still being determined by the courts and the tax authorities.

Summary of Features - Business Corporation

• Owned by shareholders. Proporation of ownership is determined by the relative number of issued voting shares controlled by the respective shareholders.
• Liability of shareholders limited to amount of capital invested.
• May (but need not) have perpetual existence.
• A completely separate entity from its owners.
• Governed by by-laws, which are largely determined by the laws of the jurisdiction. Many formal procedures must be followed to conform to the corporate statutes.
• Administered by Directors (who are elected by the shareholders for specified terms), and managed by Officers (who are appointed by Directors). Directors are empowered to determine the value of non-cash contributions in exchange for stock in the corporation.
• A citizen of the jurisdiction in which it is formed, and must follow the corporation laws of that jurisdiction.
• Can own shares of other corporations and be a member of limited liability companies, in the same or other jurisdictions.
• Shareholders in a "C" corporation can be US or non-US resident individuals, corporations, LLCs, trusts (domestic or foreign) or other entities. Directors must be natural persons, and are (within limits) personally liable for the actions of the corporation.
• "C" corporations are must file an annual federal tax return and are liable for taxation on their worldwide income.

Summary of Features - Limited Liability Companies (LLCs)

• A citizen of the jurisdiction in which it is formed, and subject to the laws of that jurisdiction.
• Can be a member of other LLCs or shareholder in other corporations.
• Members can be US or non-US resident individuals, corporations, LLCs, trusts (domestic or foreign) or other entities.
• Managers can be US or non-US resident individuals or corporations, but the laws o fthe different jurisdictions may restrict other types of entities from being designated as managers.
• Enjoys flow-through taxation at the Federal level. Some States tax LLCs as corporations, but New York, Delaware, Nevada and Wyoming use flat annual fees instead.

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Off the Shelf Companies

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Catalog of International Services

Choose from a wide variety of services to make your US company more cost-efficient and effective. CLICK HERE to download.