What Are the Requirements for Mainland Chinese Citizens to Establish a Company in the U.S.? A Clear Comparison Registering a Subsidiary vs. a Sole Proprietorship

Residents of Mainland China can register a company in the United States without holding U.S. citizenship or a green card, and personal travel to the U.S. is not mandatory. However, it is essential to understand the legal status, tax obligations, and practical operational thresholds associated with different entity types.

Basic Requirements for Residents of Mainland China Registering a U.S. Company

First, a U.S. registered agent must be appointed. This agent must maintain a physical business address within the state where the company is registered and is responsible for receiving legal documents on behalf of the company;

Second, valid personal identification (e.g., a Chinese passport) must be provided; certain states may require notarization or authentication by a Chinese embassy or consulate;

Third, the company name, state of registration, scope of business operations, and initial shareholder/member information must be clearly specified;

Fourth, while opening a U.S. bank account is not a formal requirement for company registration, it is practically indispensable for day-to-day operations. Most major U.S. banks still require the account holder to appear in person at a branch for identity verification; only a few digital banks accept remote KYC (Know Your Customer) procedures-but these conduct stringent reviews.

Registering a Subsidiary Applicable When a Parent Company Already Exists in Mainland China

A U.S. subsidiary is an independent legal entity-typically established as either an LLC or a C-Corporation-and is legally separate from its Mainland China parent company. The parent company may hold 100% ownership; however, please note no capital needs to be transferred from Mainland China to fund the subsidiary’s initial registered capital, but subsequent capital injections must comply with China’s foreign exchange regulations (e.g., Outbound Direct Investment [ODI] filing); when repatriating profits from the U.S. subsidiary to Mainland China, applicability of the U.S.-China Double Taxation Treaty must be considered in advance-including withholding tax on dividends and risks related to permanent establishment (PE); a U.S. subsidiary does not automatically inherit qualifications or licenses held by its Mainland China parent company. For activities involving cross-border data transfers or sector-specific market access (e.g., education, healthcare), separate compliance assessments remain necessary.

Registering a Personal Company i.e., Establishing an LLC or Sole Proprietorship in One’s Individual Capacity

A resident of Mainland China may directly register a U.S. LLC as its sole member and thereby enjoy limited liability protection; if opting instead for a sole proprietorship, there is no separation of legal personality-the individual assumes unlimited personal liability for all business debts; an LLC itself does not pay federal income tax; instead, its profits “pass through” to the owner(s) and are reported on their individual U.S. tax returns. As a Chinese tax resident, the individual remains obligated to declare worldwide income-including U.S. business income-to the State Taxation Administration of China. To avoid double taxation, credit relief may be claimed under the U.S.-China Income Tax Treaty; note that certain U.S.-based platforms (e.g., Stripe, Shopify Payments) still impose restrictions on non-U.S. resident-owned LLCs seeking to open accounts. Successful verification typically requires three key elements an Employer Identification Number (EIN), a U.S. physical address, and a U.S. bank account.

Quick Comparison of Key Differences

A subsidiary reflects “parent-company control + local operational presence,” making it suitable for long-term strategic deployment, hiring local employees, or applying for L-1 visas; a personal company emphasizes lightweight startup-ideal for e-commerce export or freelance service provision-with faster formation and lower ongoing maintenance costs, albeit weaker fundraising capacity and less robust third-party credibility.

The above outlines the core requirements and structural decision-making logic for residents of Mainland China registering a company in the United States. If you have further questions-or wish to explore topics such as state selection strategies, EIN application pathways, variations in annual reporting obligations across states, or coordinated U.S.-China tax filing considerations-we recommend engaging a licensed professional firm with proven cross-border expertise. Such an assessment should be tailored to your specific business model and capital deployment timeline.