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How to incorporate a US Corporation from outside the USA?

blog.freshdesk.com

11–20 of 43 posts

Re: How to incorporate a US Corporation from outside the USA?

#11

One thing to note. The blog writer Girish already had lived in the US before and had a social security number without which I do not think you can get a federal EIN. So if you have never been to the USA, you cannot have a social security number and which means you cannot incorporate? I will stand corrected if someone has better information.

My agent told me to write "awaiting ITIN" on the line that requires SSN. I could get it in a few days.

Re: How to incorporate a US Corporation from outside the USA?

#14

One thing to note. The blog writer Girish already had lived in the US before and had a social security number without which I do not think you can get a federal EIN. So if you have never been to the USA, you cannot have a social security number and which means you cannot incorporate? I will stand corrected if someone has better information.

You can get an EIN for your company even if you don't have an SSN yourself. Getting bank account without visiting the US is a bit trickier if you don't have an SSN.

Re: How to incorporate a US Corporation from outside the USA?

#15

It seems he doesn't really understand why one typically incorporates in Delaware.

Hi Sean - When you are looking to incorporate from abroad, Delaware seemed the most obvious and had a good ecosystem around it. You can pay the Franchise tax online and pretty much get most of what you want from the State of Delaware online. Once you are successful and have money we can always change things but as a startup getting up and running quickly was essential and Delaware incorporation was a breeze.

Re: How to incorporate a US Corporation from outside the USA?

#16

I'm not super clear on the tax implications of this and they aren't mentioned... any insights?

If you only have a US company, then it can pay salary to workers in other countries and have those workers pay local tax. I think that your country has to have a Double Tax Agreement for that to work. The US company pays US corporate tax.

If you want the money to be funnelled to a company in your local country then you need a set up a Transfer Pricing Agreement. This basically means that your local company charges the US company for services rendered, and the US company charges your customers. You pay local tax on whatever goes to your local company and US tax on whatever remains. The hard part is determining a percentage.

I believe that the rules for this are different per country, but in our case (New Zealand), we needed to set up what is called an "Arms Length Agreement". That is to say, you need to be able to prove that the relationship you have could have formed between any two unrelated companies.

As we are a game company, we called our US company a publisher of our game and we did a 70/30 split with it. This is justified by the fact that you can get a 70/30 split with a fair number of other methods for publishing independent games (for example, the apple app store).

All up we paid several thousand for legal advice and incorporation costs.

Re: How to incorporate a US Corporation from outside the USA?

#18
This is a lot of effort to go to just gain the ability to handling recurring payments in USD[1].

I considered a similar path, since here in Australia we are very similarly constrained[2]. However I was not willing to accept the risk and complexity of incorporating in an unfamiliar legal/financial jurisdiction and I really don't feel the OP has made me any more comfortable although they seem flush about it.

Since I have an alternative billing model available that will be acceptable to my customers, I've abandoned the whole subscription approach in favour of annual prepayments.

Instead I have added "solve Australian online service billing" to my list of possible future projects (not a pipedream, issuer/acquirer systems knowledge is in my utility belt).

The guys at Pin (www.pin.net.au) will, hopefully, beat me to it, and I wish them the best because it's a problem seriously needs solving for Australian startups.

[1] Neither Paypal nor Worldpay's recurring options are palatable to me - both are seriously underspecified, and are UX catastrophes to boot.

[2] There is one option available; there is one bank that offers USD-capable merchant accounts, and the signup takes months of paperwork, and has huge up-front and per-txn fees, at least huge from a startup POV.

Re: How to incorporate a US Corporation from outside the USA?

#19
post #17

There might be some good info in a recent thread: Ask HN: How to setup a company in U.S. without being there? http://news.ycombinator.com/item?id=4122794

Very nice, missed this.

Seems to me two reasons to set up in the US:

1. For US-based investment 2. For taking payments using excellent services like Stripe, Braintree etc

#2 should be inspiring localized entrepreneurs all over the world. Fix the payment problem and 'boom', instant business.

Re: How to incorporate a US Corporation from outside the USA?

#20

This is a lot of effort to go to just gain the ability to handling recurring payments in USD[1]. I considered a similar path, since here in Australia we are very similarly constrained[2]. However I was not willing to accept the risk and complexity of incorporating in an unfamiliar legal/financial jurisdiction and I really don't feel the OP has made me any more comfortable although they seem flush about it. Since I ha…

Not sure if you've seen it yet, but you might be interested in https://pin.net.au/.

I haven't used it, but it seems to be Stripe-for-Australians...

Edit: now I've read your post properly I see you have seen Pin.

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