How to Register a U.S. Company from China: A Step-by-Step Guide to U.S. Brand Registration

Registering a U.S. company from within China does not require you to travel there in person-or rely on so-called “full-service” providers that obscure operational details. By clearly understanding four key areas-legal entity structure, choice of incorporation state, tax obligations, and brand protection-the entire process can be fully managed independently, with predictable costs and a transparent pathway.

Step 1: Choose the Right Entity Type and Incorporation State

There is no nationwide company registration system in the United States; instead, companies are formed at the state level. The two most common entity types are Limited Liability Companies (LLCs) and C Corporations (C-Corps). LLCs are generally ideal for small- to medium-sized cross-border businesses, while C-Corps better suit companies planning to raise venture capital or pursue an IPO.

1. Delaware is the top choice for most businesses, thanks to its well-established corporate law, specialized Court of Chancery, and strong privacy protections. Note, however, that Delaware does not exempt companies from federal taxes or from state taxes imposed by jurisdictions where actual business operations occur;

2. Wyoming offers low filing fees, no state income tax, and permits anonymous ownership-making it especially attractive for privacy-conscious startups and asset-light operations;

3. New Mexico has drawn attention recently because it does not require disclosure of member identities. However, support for opening U.S. bank accounts remains limited, so practical feasibility should be carefully assessed before choosing this state.

Step 2: Complete Core Incorporation Procedures

Incorporation is handled by the Secretary of State’s office in your chosen state-and the entire process can be completed online without requiring your physical presence.

1. Select and verify a company name that complies with the state’s naming rules (e.g., must include “LLC” or equivalent designation and must not duplicate an existing registered name);

2. Appoint a Registered Agent-a person or service provider with a physical street address in the state-who will receive official legal documents on behalf of the company;

3. File Articles of Organization (or Articles of Incorporation for C-Corps), providing details such as the company name, Registered Agent information, and management structure. Most states accept submissions via web forms or PDF uploads;

4. Pay the state filing fee-amounts vary by jurisdiction. For example, Delaware charges approximately $90, while Wyoming charges around $100. Upon payment, a Certificate of Formation (or Incorporation) is typically issued within 1-5 business days.

Step 3: Obtain an Employer Identification Number (EIN) and Open a U.S. Bank Account

An EIN is a unique nine-digit number assigned by the Internal Revenue Service (IRS) to identify a business for tax purposes-essentially the company’s “tax ID.” It is required for filing taxes, hiring employees, and opening a U.S. bank account.

1. Apply online directly through the IRS website using Form SS-4. Non-U.S. residents may select the “Foreign” option and provide passport details along with the Registered Agent’s U.S. address;

2. The application undergoes automated review, with immediate confirmation upon approval. The EIN is generated electronically-no paper documents are mailed;

3. Opening a traditional U.S. bank account still often requires in-person verification. However, certain digital banks-including Mercury and Brex-support remote Know Your Customer (KYC) onboarding for foreign-owned entities, provided you submit certified formation documents, your EIN, passport copy, and a brief description of your business activities.

Step 4: Register Your Trademark in the U.S. (Brand Protection)

Company registration does not automatically protect your brand. Any trademark used-or intended for use-in U.S. commerce must be separately registered with the United States Patent and Trademark Office (USPTO).

1. Conduct a preliminary trademark search using the USPTO’s Trademark Electronic Search System (TESS) to identify potentially conflicting marks and reduce the risk of office actions or refusals;

2. Select your filing basis: “Use in Commerce” (if the mark is already in active U.S. use) or “Intent-to-Use” (if you plan to use it later). For Intent-to-Use applications, you must submit evidence of actual use within six months of allowance-extensions may be requested up to five times;

3. Submit your application and pay the official filing fee-currently $250-$350 per class for electronic filings. Average examination time is three to six months;

4. Respond to Office Actions-if the examining attorney raises objections regarding distinctiveness, descriptiveness, or likelihood of confusion, you’ll have six months to file a formal response. Engaging a qualified U.S. trademark attorney familiar with USPTO practice is strongly recommended.

Key Ongoing Compliance Requirements

Registration is only the beginning. LLCs must file an Annual Report with their state of incorporation each year. Some states-including Delaware-also impose an annual franchise tax. If your company generates taxable sales in a U.S. state, you may need to register for and collect sales tax accordingly. At the federal level, timely filing of IRS Form 1120 (for C-Corps) or Form 1065 (for partnerships/LLCs taxed as partnerships) is mandatory.

The above outlines the complete end-to-end process for establishing a U.S. company from China-and concurrently securing U.S. trademark protection. Should you have further questions-for instance, about specific states’ annual report deadlines, common reasons for EIN application rejections, or practical guidance on selecting the correct USPTO trademark classes-we recommend evaluating your specific business context carefully. When needed, consult a qualified compliance advisor experienced in cross-border corporate structuring.