US LLC Formation Documents For Non-US Residents

LLC formation documents

Starting a remote business in the US can be a big step. Being a US foreigner, forming an LLC can give you many benefits. One of the many benefits is that you can reach the global market and have a flexible business structure. 

Sounds perfect, right? 

Especially if you are coming from parts of the world (for ex. Like us from the Balkans) where taxes or access to payment processors are a roadblock to your business success. 

Well, we’ve walked the same path, and learning more about US LLC formation documents is an important part of staying updated.

Why Start a US LLC?

To make sure that you’ve understood why you should, as someone who doesn’t live in the US, think about starting a US LLC, we are sharing a few good reasons. 

Access to the US Market: Tap into one of the world’s largest economies.

Credibility: A US-based business can enhance your brand’s reputation.

Limited Liability: Protect your personal assets from business debts and liabilities.

Tax Benefits: Enjoy potential tax advantages depending on your circumstances.

Key Formation Documents for a US LLC

Starting a US LLC involves several important steps. One of the most important parts is gathering the right documents. 

Having the right documents means that you’ll have a solid foundation for building a long-term and more importantly a successful business. 

Articles of Organization

What Are Articles of Organization?

The Articles of Organization is the foundational document for your LLC. It’s the paperwork you file with the state to officially create your LLC. This document includes essential information about your business, such as:

LLC Name: The official name of your LLC.

Principal Address: The primary address of your business.

Registered Agent: The person or service designated to receive legal documents on behalf of the LLC.

Member Information: Details about the LLC’s members or managers.

Original ID: The unique identifier assigned to your LLC upon filing

Filing this document officially registers your LLC with the state, making it a legal entity.

Now, if you feel like you need to learn more about articles of organization, read our dedicated article. 

How to File Articles of Organization

Filing the Articles of Organization is a straightforward process. Here are the steps:

  1. Choose Your State
    Decide which state you want to register your LLC in. Delaware, Wyoming, and Nevada are popular choices due to their favorable business laws.

  2. Gather Information
    Collect all necessary details, including your LLC’s name, address, and registered agent information.

  3. Fill Out the Form: Obtain the Articles of Organization form from the Secretary of State’s website of your chosen state. Fill it out carefully, ensuring all information is accurate.

  4. Pay the Fee
    Each state charges a filing fee, which varies. Be prepared to pay this fee when you submit your form.

  5. Submit the Form
    File the form online or by mail, depending on the state’s requirements. Once submitted, you’ll receive a confirmation of your LLC’s formation.

Filing the articles of organization is part of the Neubase process, check the packages and what’s included. 

Operating Agreement

Why Do You Need One?

An Operating Agreement is an important document for your US LLC. In some states it is mandatory, in others it is not This document outlines the ownership and operating procedures of your LLC, helping to prevent future conflicts and provide smooth operations. 

Clarifies Ownership: Clearly defines the ownership percentages of each member.

Establishes Rules: Set out the rules and procedures for managing the LLC. It is a contract between the founders.

Protects Limited Liability: Helps maintain your LLC’s limited liability status by showing that the LLC is a separate legal entity.

Resolves Disputes: Provides a framework for resolving disputes among members.

Customization: Tailors the management structure and operational guidelines to fit your specific business needs.

Without an Operating Agreement, your LLC will be governed by default state laws, which may not align with your business goals.

Elements of an Operating Agreement

If you are doing this process by yourself, and you are creating a detailed Operating Agreement, please make sure that it involves these several key elements:

LLC Information: Include the LLC’s name, address, and purpose.

Member Contributions: Detail the initial contributions of each member and their ownership percentages.

Management Structure: Specify whether the LLC is member-managed or manager-managed, and outline the roles and responsibilities.

Voting Rights: Define the voting rights of each member and the procedures for voting on important business decisions.

Profit and Loss Distribution: Explain how profits and losses will be allocated among members.

Meeting Guidelines: Set the rules for holding meetings, including frequency, notice requirements, and quorum.

Transfer of Ownership: Outline the process for transferring ownership interests if a member wishes to leave or sell their stake.

Dissolution Procedures: Provide the steps for dissolving the LLC and distributing its assets if necessary.

Check out our operating agreements guide, and learn more about all that you need to know. 

Employer Identification Number (EIN)

What Is an EIN?

An Employer Identification Number (EIN) is a unique nine-digit tax identification number assigned by the Internal Revenue Service (IRS) to businesses operating in the United States. 

Think of it as a Social Security Number for your LLC. You’ll use this number for various purposes, including filing taxes, opening a business bank account, and hiring employees.

To learn more about EIN, jump to our dedicated article on this topic. 

How to Obtain an EIN as a Non-Resident

Getting an Employer Identification Number (EIN) for your US LLC is easy, even if you don’t live in the US. Here’s what you need to do:

Determine Eligibility

Ensure you qualify for an EIN. Generally, if you have a business or plan to hire employees in the US, you’ll need an EIN.

Complete the Application

Fill out IRS Form SS-4, Application for Employer Identification Number. You can download the form from the IRS website.

Provide Necessary Information

Gather information about your LLC, including its legal name, address, and the names and addresses of the members.

Designate a Responsible Party

Identify a “responsible party” for your LLC. This is typically an individual who manages or controls the LLC.

Submit the Application

Once you’ve completed the form, submit it to the IRS. If applying online, you’ll receive your EIN immediately after validation. If applying by mail or fax, it may take a few weeks to receive your EIN.

Obtaining an EIN is a crucial step in establishing your US LLC and ensures that you comply with tax requirements and operate legally in the US. 

From our experience, it usually takes 2-5 weeks to obtain it from abroad. In most of the cases, we get it in 20 days for our clients. If you have an SSN, you’ll get it the same day over the phone.

US LLC formation documents

Registered Agent Service

Importance of a Registered Agent

A Registered Agent plays a vital role in your US LLC, serving as the connection between your business and the state. Here’s why having a Registered Agent is essential:

Legal Requirement: Every LLC in the US must have a Registered Agent with a physical address in the state where the LLC is registered.

Receive Legal Documents: The Registered Agent receives important legal documents, such as tax notices and legal summons, on behalf of your LLC.

Maintain Compliance: Your Registered Agent helps ensure your LLC remains compliant with state regulations by receiving and forwarding official correspondence.

Privacy Protection: Using a Registered Agent’s address can help protect your privacy by keeping your personal address out of public records.

Again, it’s important to understand the important role of a reliable Registered Agent. It ensures that you never miss critical communications and remain in good standing with the state.

Read and learn more about Registered Agent.

How to Choose a Reliable Registered Agent

Selecting the right Registered Agent is crucial for the success of your US LLC. Here are some tips for choosing a reliable Registered Agent:

  1. Consider Reputation: Look for Registered Agent services with a solid reputation and positive reviews from other business owners.
  2. Availability and Accessibility: Ensure the Registered Agent is available during regular business hours and can promptly forward any received documents to you.
  3. Physical Presence: Confirm that the Registered Agent has a physical address in the state where your LLC is registered. A PO Box is not sufficient.
  4. Additional Services: Some Registered Agent services offer additional benefits, such as mail forwarding and compliance reminders. Consider whether these extras align with your needs.
  5. Cost: Compare the costs of different Registered Agent services, but prioritize reliability and quality of service over price alone.

Final Thoughts – US LLC Formation Documents

Forming a US LLC as a non-resident gives you great chances to:

– Enter the US market 

– Protect your assets

 – Get tax benefits 

But dealing with the laws and rules can be tricky. 

A tailored approach for your specific business needs is a very important part of the journey. Count on our support and schedule a ‘1-on-1’ consultation with Petar today. 

Best of luck on your US LLC formation journey!

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