USA Limited Liability Companies
Incorporation services in all states
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
- 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
- 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 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
Registered office required
Time to incorporate / form
Generally 2 days, but must allow an additional 5-7 business days for delivery of documentation.
Shelf companies available
Language of name
Suffixes to denote corporation
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.
Annual report / License fees
Directors / Managers
Shareholders / Members
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.
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.