TBA & Associates

USA Limited Liability Companies

Incorporation services in all states

Jurisdictions informations

We can incorporate your LLC (Limited Liability Company) in any of the US 50 States at your option. Please see report on Section “Prices and Quotations / USA”.

Key corporate features

  • Type of company – LLC
  • Political stability – Excellent
  • Common or Civil Law – Common
  • Disclosure of Beneficial Owner – No
  • Recommended States – Delaware, Florida, Wyoming, Oregon, New Jersey, New York, Arkansas, Washington DC, Nevada and Oklahoma
  • Migration of Domicile permitted – Generally yes, but within USA only
  • Tax on offshore profits – Nil for non-resident business, but see section on tax
Corporate requirements
  • Minimum number of Members – One
  • Minimum number of Managers – One
  • Bearer shares allowed – N/A
  • Corporate Managers permitted – Yes
  • Company Secretary required – N/A
  • Standard authorized capital – N/A
  • Maximum duration – as described in Articles or Indefinite
Local requirements
  • Registered Office/Agent – Yes
  • Company Secretary – N/A
  • Local Directors – No
  • Local meetings – No
  • Government Register of Directors/Managers – No
  • Government Register of Shareholders/Members – No
Annual requirements
  • Annual Return – No
  • Submit Accounts – No, but see section on tax
Recurring government costs
  • Minimum Annual Tax / License Fee – Varies
  • Annual Return Filing Fee – Varies


The United States LLC is not a partnership or a corporation. It is a distinct business entity that offers an alternative to partnerships and corporations by combining the corporate advantages of limited liability with the partnership advantage of pass-through taxation. US LLCs with non-resident members and which conduct no business in the US and which have no US-source income are not subject to US federal income tax and are not required to file a US income tax return. US LLCs are popular vehicles for conducting international business.

Procedure to form

Filing of Articles of Organization or Certificate of Formation with the Secretary of State in the preferred state of formation.

Language of legislation and corporate documents

English. If any other language is used it must be accompanied by a translation in English.

Registered office required

Yes. Must be maintained in state of incorporation/formation at the office of a professional registered agent.

Time to incorporate / form

Generally 2 days, but must allow an additional 5-7 business days for delivery of documentation.

Shelf companies available

Yes, for recommended states.

Name restrictions

Anything identical or similar to an existing company within the state of formation. Additionally, the use of bank, trust, insurance or reinsurance within the name of the LLC is generally prohibited in all 50 states. This is because limited liability companies in most states are simply not allowed to engage in a banking or insurance business.

Language of name

The name can be in any language. Some recommended states require an English translation.

Suffixes to denote corporation

Limited Liability Company and Limited Company or their abbreviations LLC or LC.


US Federal taxation

US Limited Liability companies structured for partnership tax treatment with non-resident members and which Conduct no business in the US and which have no US source income is not subject to US federal income tax and are not required to file a US income tax return.

State taxation

US limited liability companies that conduct no business in the recommended states of formation with non-resident members are generally not subject to state income tax and are not required to file a state income tax return.

Annual report / License fees

Of the states recommended, there is either a minimum or a “flat” annual report or license fee.

Financial statements

There is generally no requirement to file financial statements with the state of formation unless the corporation owns assets within that state or has conducted business within that state.

Directors / Managers

Normally one.

Shareholders / Members

Normally one.

Ultimate Beneficial Owners (UBO)
Mandatory Registration in the USA

The United States has now aligned with numerous other nations, requiring corporate transparency through the reporting of Ultimate Beneficial Ownership (UBO).

The Corporate Transparency Act (CTA) came into force in the United States. Initial concerns were raised regarding the UBO provisions of the CTA, prompting the Financial Crimes Enforcement Network (FinCEN) to release definitive regulations.

These regulations became effective by the Treasury's Financial Crimes Enforcement Network
(FinCEN), on January 1, 2024.

When should I report Beneficial Ownership?

A reporting entity established or registered for business before January 1, 2024, has until January 1, 2025, to submit its initial report on beneficial ownership information to FinCEN.

Newly formed entities are required to fulfill this obligation promptly upon incorporation, and all entities must undergo annual certification.

These obligations are applicable to both domestic reporting companies (those established by filing documents with a U.S. state, such as corporations or LLCs) and foreign reporting companies (established under the laws of another country and registered to operate in the U.S. by submitting documents to a U.S. state).

Exemptions from UBO requirements

  • Large operational companies
  •  Businesses operating in highly regulated sectors (such as banks,
    insurance providers, etc.)
  • Subsidiary companies wholly owned by other exempt organizations
  • Entities that did not engage in active business or possess significant
    assets in the 12 months leading up to January 1, 2020.

Will this UBO information be publicly accessible?

It is important to note that UBO information will not be publicly disclosed.

Violation of UBO reporting requirements can result in civil or criminal sanctions, including civil fines of up to $500 per day of violation, and criminal fines of up to $10,000 and/or imprisonment for up to two years, or both.

Please let us know if you have any questions. We look forward to the opportunity to work with you.

Register your Company today!

Our Business Development Team is ready to guide and assist you to discuss all options you have and to provide you with all the support you need to enable you to take the right decision facing your specific needs!

All our Consultancy and Advisory services are completely FREE!

Packages and Prices!


Year 1 Incorporation and service fees.
Optional Services (Bank Account opening, Nominee services, Certification of documents, amongst others).
Annual Renewal service fees for year 2 and subsequent years, to keep your company in good standing and full Compliant at all times.

Our company licensing services

— What we do and do not do

Our company is EXCLUSIVELY engaged in assisting worldwide clients, either individuals or corporate entities, to get duly and properly licensed with local Regulators and Financial Authorities to get respective official licenses to legally carry out their cryptocurrency or financial related business activities.

TBA & Associates Tax Business Advisors does not provide or carry out any sort of Cryptocurrency or Financial services!

Disclaimer: While TBA & Associates strives to make the information on this website as timely and accurate as possible, the information itself is for reference purposes only. You should not substitute the information provided in this article for competent legal advice. Feel free to contact TBA Customer Services for advice on your specific cases.

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