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The United States LLC is not a partnership or a company.
US LLCs with non-resident members and do not trade in
the United States and which have no US-source income are
not subject to US federal income tax and are not required
to file a US income tax return.
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Type of Company |
LLC |
Type of Law |
Common |
Is it possible to acquire
a shelf company |
Yes |
Time it takes to incorporate
a Limited Liability Company |
2 days |
Government Fees |
This varies depending on
which state |
Corporate taxation |
Fiscally Transparent |
Double taxation treaty |
No |
Directors/Managers of the
LLC |
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Number of Directors/Managers |
One |
Does the Director/Manager
have to be local |
No |
Does the public have access
to the register of Director/Manager |
On formation |
Company Secretary Required
and does not need to be local |
Not applicable |
Share Capital |
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Number of Members |
One |
Minimum paid up capital |
Not applicable |
Usual authorised |
Not applicable |
Shareholders Minimum |
Not applicable |
Accounts and Annual Return |
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Requirement to prepare accounts |
Yes |
Does the public have access to the Accounts |
No |
Do accounts need to be filed |
No |
Audit requirements |
No |
Is there a requirement to
file an annual return |
Yes |
PROCEDURE TO INCORPORATE
To incorporate a LLC a set of Articles of Organisation or
Certificate of Formation is lodged with the Secretary of State
in the preferred state of formation
RESTRICTIONS ON TRADING
LLC's cannot carry on banking, insurance, reinsurance and
financial services.
LANGUAGE OF CORPORATE DOCUMENTATION
A LLC is typically incorporated using the English language
and with an English name.
NAME RESTRICTIONS
A LLC cannot be registered with any name identical or similar
to an existing company within the state of formation. LLC's
are also not permitted to use the word bank, trust, insurance
or reinsurance within the name of the LLC.
COMPANY NAMES
A Limited Liability Corporation can only have the suffix
Limited Liability Corporation or LLC.
LANGUAGE
English is the most common language.
REGISTERED OFFICE REQUIRED
A LLC must have a registered office in the state of its formation
at the office of a professional registered agent.
DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
There is no disclosure of the beneficial owner(s).
TAXATION
US limited liability companies that conduct no business in
the state in which it is formed and who have non-resident
members are generally not subject to state income tax and
are not required to file a state income tax return
GOVERNMENT LICENCE FEES
The states that we recommend have varying minimum or a 'flat'
annual report or licence fee - they are as follows:-
State of Formation |
Fee |
Fee Due
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Arkansas |
US$150 |
May 1 |
Delaware |
US$200 |
June 1 |
Florida |
US$50 |
May 1 |
New Jersey |
US$50 |
Anniversary |
New York |
No fee |
N/A |
Oregon |
US$50 |
Anniversary |
Washington |
US$200 |
** |
Wyoming |
US$50 |
Anniversary |
** The report is filed every two years. If an LLC is formed
prior to June 16 in any given year, it's first Two-Year Report
is due June 16 that same year. It's next Two-Year Report will
not be due for another 2 years.
If an LLC is formed after June 16 in a given year, its first Two-Year Report
will be due June 16 the following year. Again, its next Two-Year Report will
not be due for another 2 years.
FINANCIAL STATEMENT REQUIREMENTS
There is no requirement to file accounts within the state
of incorporation unless the LLC has traded within the state.
DIRECTORS/MANAGERS
The minimum number of directors/managers is normally one.
COMPANY SECRETARY
A company secretary is not a requirement under the law and
is not typically appointed.
You can apply online or contact
us by email or post
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