How to Register a U.S. Company? A Step-by-Step Guide to Incorporating a U.S. Company-Fees Range from Hundreds to Thousands of Dollars

Registering a U.S. company is not as simple as purchasing a domain name and filling out a form. It involves multiple practical steps-including selecting an appropriate legal structure, navigating state-specific laws, fulfilling federal and state tax obligations, and maintaining ongoing compliance. Don’t assume that forming an LLC means you’re ready to start operating-only to receive a letter from the IRS six months later questioning your tax classification, or discover your company has been administratively dissolved for failing to file its annual report. Such issues occur frequently among cross-border entrepreneurs each year.

The following content is compiled based on the latest 2025 policies across all U.S. states (including practical feedback from Delaware, Wyoming, New Mexico, and California), the most recent IRS guidance, and corporate compliance recommendations issued by the American Bar Association (ABA). It avoids theoretical discussion and focuses exclusively on actionable steps.

I. Three Essential Steps in Registering a U.S. Company-None Can Be Skipped

1. Select the appropriate business entity type

Approximately 90% of foreign applicants choose the Limited Liability Company (LLC) due to its low formation barriers and flexible pass-through taxation. However, if you plan to raise venture capital or pursue an IPO in the future, a C-Corporation (C-Corp) is generally more suitable.

Note An S-Corporation (S-Corp) imposes strict restrictions on shareholder nationality and number shareholders must be U.S. tax residents, and the total number may not exceed 100. Non-U.S. citizens cannot hold shares directly in an S-Corp.

2. Choose the state of incorporation

Although Delaware is renowned for its mature and business-friendly corporate law, if you do not conduct physical operations there, you will still need to appoint a registered agent in the state-and pay Delaware’s annual franchise tax (minimum $300/year) plus a non-resident filing fee.

Wyoming levies no state income tax and does not require public disclosure of member information. However, effective January 1, 2025, it mandates Beneficial Ownership Information (BOI) reporting to the Financial Crimes Enforcement Network (FinCEN).

New Mexico permits fully anonymous registration (i.e., members’ and managers’ names are not publicly disclosed), but filings must be submitted exclusively through a local registered agent. Moreover, banks widely reject entities formed under this framework.

3. Obtain a Federal Employer Identification Number (EIN)

An EIN application can only be submitted after state-level registration is complete. Foreign individuals cannot apply online using a Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN). Instead, Form SS-4 must be mailed to the IRS-or submitted electronically via an authorized U.S. attorney or registered agent. The IRS’s official website is unstable for users accessing from non-U.S. IP addresses, resulting in an approval success rate below 30%. Allow 7-12 business days for processing.

II. How to Register a U.S. Company Required Documents Key Pitfalls to Avoid

1. Company Name

The proposed name must be verified for uniqueness via the Secretary of State’s website in your chosen state. It must include a legally mandated suffix such as “LLC” or “Inc.” Use of regulated terms-e.g., “Bank,” “Insurance”-is prohibited unless accompanied by a specific regulatory license.

2. Registered Agent

A registered agent must be an individual or entity with a physical street address in the U.S. P.O. Boxes and virtual office email addresses are not permitted. If your registered agent becomes unreachable and fails to accept legal service of process, your company may face penalties-or even administrative dissolution.

3. Organizational Documents (Articles of Organization Articles of Incorporation)

In Wyoming, only basic information (company name, registered agent, management structure) must be filed; member details need not be disclosed. In contrast, Delaware requires a statement of corporate purpose (e.g., “any lawful business”), though some banks may use this generic language to question the legitimacy or substance of your business activities.

4. Beneficial Ownership Information (BOI) Reporting (FinCEN)

Effective January 1, 2025, all U.S. companies must submit beneficial ownership information to FinCEN. A “beneficial owner” is defined as any individual who directly or indirectly holds ≥25% of the equity interest-or exercises substantial control over major operational decisions. Foreign individuals must provide a scanned copy of their passport, residential address, and a U.S. tax identification number (e.g., ITIN). Applicants without an ITIN may leave that field blank, but must include a written explanation.

III. How Much Does It Cost to Register a U.S. Company? A 2025 Fee Breakdown (Based on Actual Market Rates)

• State Filing Fees

 - Wyoming $100 (one-time)

 - Delaware $90 (LLC filing fee) + $300/year (franchise tax)

 - New Mexico $50 (one-time; no annual fee)

• Annual Registered Agent Fee

 - $100-$350/year (basic service in Wyoming or New Mexico);

 - $250+/year (typical in Delaware)

• EIN Application Assistance

 - Free (self-filing is available at no cost);

 - Intermediary services charge $80-$200 (includes SS-4 preparation and direct IRS communication)

• BOI Reporting Service

 - FinCEN’s official portal is free to use;

 - Most agents bundle BOI filing for $120-$280 (includes data verification, error correction, and official filing confirmation)

• Additional Costs for Business Banking

 - Some digital banks (e.g., Mercury, Brex) waive monthly fees but require a U.S. phone number and video-based identity verification.

 - Traditional banks (e.g., Chase, Bank of America) typically decline applications from individuals lacking an SSN or ITIN. Many impose a minimum initial deposit requirement of $5,000-$10,000 to open an account.

The above outlines the critical procedural milestones, documentation requirements, and cost structure involved in registering a U.S. company as of 2025. We hope this guide proves helpful to you.