In the United States of America
several States are offering conditions which can be interesting for the creation of LLCs
(Limited Liability Companies) or Corporations.
The currently available types of
Companies in the USA are:
Corporations (Corp., Inc. Corporation, Incorporated)
These terms are universally accepted by all the 51 States belonging to the UNION.
Corporation or company can be
designated by the following types:
- C Corporation. (A corporation is a separate legal entity set up under state law that protects owner (shareholder) assets from creditor claims)
- S Corporation. After incorporation, you can elect S corporation status by filing a form with the IRS and with your state, if applicable, so that profits, losses and other tax items pass through the corporation to you and are reported on your personal tax return (the S corporation does not pay tax).
- Professional corporation known as PC or P.C. are corporate entities usually used by licensed professionals such as attorneys, architects, accountants, and doctors.
Limited Liability Companies
- LLC, LC, Ltd. Co. Limited Liability Company: a form of business whose owners enjoy limited liability, but which is not a corporation.
- PLLC Professional Limited Liability Company: some states do not allow certain professionals to form an LLC for example doctors, medical care, lawyers, legal advisors, accountants, architects, etc.… when the company formed offers the services of the professionals those states will only accept PLLC.
- General Partnership
- LP Limited Partnership: a partnership where at least one partner (commonly the General Partner) has unlimited liability for the LP’s debts and one or more partners (the limited partners) have limited liability.
- LLP Limited Liability Partnership: a partnership where a partner’s liability for the debts of the partnership is limited except in the case of liability for acts of professional negligence or malpractice.
- LLLP Limited Liability Limited Partnership: a combination of LP and LLP, available in some states.
The most common choices are for
LLC can be TAX RESIDENT OR NOT:
A Tax Resident LLC will enjoy all the capabilities of US Resident
Entities i.e. obtain a TIN (Tax Identification Number) and an EIN (Employer
Identification Number), trade with any other US Company – in the USA or abroad-
and open a Bank Account in the USA.
Tax Resident LLC pay taxes, since
January 1, 2018, the nominal federal corporate tax rate in the United States of
America is a flat 21% due to the passage of the “Tax Cuts and Jobs Act of
Dividends remitted to Foreign
Members (Shareholders) are not subject to taxation in the USA (Taxes on same
are expected to be paid in the Remittance Country)
For the opening of the Bank
Account the client must travel to the USA (New York or Miami depending on the
Bank selected) for a personal meeting with the Bank Officer (this can be done
in a one-day trip and you will usually get all Bank details and/or Cards -if
A LLC which does not pay taxes in the USA is subject to the following limitations:
- It cannot trade with other US Companies, in the Country or even with Foreign Subsidiaries of US Companies in any Country of the World.
- It will not obtain and EIN or a TIN
- It cannot open a Bank Account in the USA
For both type of LLCs a “Registered Office” must be maintained in the USA and must be situated at an “Authorized Agent” address who will also be the Statutory Representative. He will receive all legal documents relative to the structure on behalf of the company. If you want to incorporate a Company in the USA please let us know and we will provide a detailed facts-sheet and a quote.