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Ask HN: What's the best way for foreigners to incorporate in the States?

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Ask HN: What's the best way for foreigners to incorporate in the States?

#1

Post by tpinto »

We're a design and development team with a company registered in Europe (Portugal). We have a product we've been selling worldwide (mainly to the US) for quite a while. We've had our problems with being non-US in the past, the main one being not having a merchant account and thus being impossible to signup for Authorize.net (or a similar service).

For the last couple of weeks we've been thinking about incorporating for different reasons: taxes and paperwork. We've been hearing about taxes and incorporating on Delaware, Texas, Nevada and the likes but we'd love to know what you guys on HN would suggest.

Where are your startups based? If in the US, what State? Where would you suggest us to register the company and where should I look into? We're looking for low taxes and almost no red tape, paperwork, invoice requirements, etc... We're developers and designers, we like to build awesome products ;)

We'd love to hear about not only taxing but also about monthly/quarterly/yearly paperwork one needs to fill in and submit on each example you guys know about.

Thanks for sharing. Feel free to link to any resources you know about.

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#2

Post by nkassis »

I've heard and I hope someone more knowledgeable can confirm that the easiest is to incorporate in Delaware for foreigners. To maintain the Delaware corp you have to pay a franchise tax on the amount of stocks you have issues (for C-corps at least). I'd have to look it up again but up to 5000 shares it's 75$ a year. If the company is not in Delaware then you won't have to pay income taxes.

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#3

Post by WildUtah »

If paperwork is a concern and you don't really want a substantial USA presence but just a legal toehold and an official bank account, just google "incorporate in #{state}".

The one office you really need is a registered agent, the official place government and courts can get in touch with your corporation and you can pay an attorney to do that and forward you mail for a few hundred dollars a year.

For big businesses, the best state to incorporate in is Delaware because Delaware can handle masses of corporate acts and paperwork and claims and lawsuits efficiently.

For really small operations, the least cost and paperwork will be in Wyoming. You may well never file any paperwork there beyond annual renewal fees.

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#4

Post by fredoliveira »

nkassis wrote: post #2

I've heard and I hope someone more knowledgeable can confirm that the easiest is to incorporate in Delaware for foreigners. To maintain the Delaware corp you have to pay a franchise tax on the amount of stocks you have issues (for C-corps at least). I'd have to look it up again but up to 5000 shares it's 75$ a year. If the company is not in Delaware then you won't have to pay income taxes.

This looks like it is indeed the case. See: http://corp.delaware.gov/frtaxcalc.shtml

There's actually quite a lot of helpful information and a pretty good introduction to incorporating, shares and taxes here too: http://www.tannedfeet.com/c-corp.htm

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#5

Post by cmer »

Delaware C Corp. Hands down.

I'm a Canadian and I have done it through DelawareIntercorp.com. They were great. I later sold that company to a publicly-traded company also incorporated in Delaware and everything went very smoothly. Make sure you talk to a lawyer and tax specialist before you do anything though. It could cost you a lot of money if things aren't done right.

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#7

Post by patrickaljord »

cmer wrote: post #5

Delaware C Corp. Hands down. I'm a Canadian and I have done it through DelawareIntercorp.com. They were great. I later sold that company to a publicly-traded company also incorporated in Delaware and everything went very smoothly. Make sure you talk to a lawyer and tax specialist before you do anything though. It could cost you a lot of money if things aren't done right.

How about the corporate bank account? There are many sites that help you create a company but almost none allows you to create a corporate bank account for your company, which is needed. For that I think it is still needed to go to the US and do all the paper work yourself. Am I right?

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#8

Post by MicahWedemeyer »

Talk to a laywer and/or accountant, your questions are very common, and any competent professional could answer them.

If you need a referral to a lawyer or accountant, ask friends and colleagues who have a business presence in the US.

Re: Ask HN: What's the best way for foreigners to incorporate in the States?

#10

Post by nkassis »

patrickaljord wrote: post #7
cmer wrote: post #5

Delaware C Corp. Hands down. I'm a Canadian and I have done it through DelawareIntercorp.com. They were great. I later sold that company to a publicly-traded company also incorporated in Delaware and everything went very smoothly. Make sure you talk to a lawyer and tax specialist before you do anything though. It could cost you a lot of money if things aren't done right.

How about the corporate bank account? There are many sites that help you create a company but almost none allows you to create a corporate bank account for your company, which is needed. For that I think it is still needed to go to the US and do all the paper work yourself. Am I right?

One way you can get around going to the US is if one of you is a US citizen. I discovered that US citizens can open a bank of america business accounts online. But it probably doesn't help you guys too much.
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