US LLC for non-residents: how to set one up in 2026

A non-resident can form and own a US LLC remotely, without a Social Security number. The usual order is: choose a state, appoint a registered agent there, file articles of organization, get an EIN from the IRS on Form SS-4, open a bank account, and then file Form 5472 with a pro forma Form 1120 for each year with a reportable transaction, which in practice is almost every year. In Wyoming the state charges US$100 to form an LLC, and an online filing makes it active straight away. The EIN takes anything from one phone call to about four weeks. The bank account is usually the slowest step.

Forms, fees and deadlines below were checked on IRS, FinCEN and state government websites on 31 October 2026. The guide assumes one owner, an individual or a company based outside the US, with no US office or staff; an LLC with two or more owners is a partnership for US tax by default. Still choosing between an LLC and a corporation? Read LLC or C-corp for a non-resident first.

What you need before you start

You do not need to live in the US. The Wyoming articles of organization do not ask for your nationality or where you live, and the IRS issues EINs to owners with no SSN or ITIN. Have ready: a passport for each owner and manager, two or three possible names ending in "LLC", the address the business is run from (even if it is abroad), a short description of what the business sells and to whom, and a first-year budget for the state fee, the registered agent and a US tax preparer.

Step	Who does it	Government cost	Time
1. Choose the state	You, with your adviser	None	Your decision
2. Appoint a registered agent	A person or company with a physical address in the state	None; the agent sets its own fee	Before you file
3. File articles of organization	The organizer, with the Secretary of State	Wyoming US$100; Delaware US$110	Wyoming online: immediate. By post: up to 15 business days
4. Get an EIN	The owner, or a named third-party designee	Free	Phone: during the call. Fax: generally 4 business days. Post: about 4 weeks
5. Open a bank account	The bank, after its own checks	The bank's own fees	Set by the bank
6. File every year	You or your US tax preparer	Wyoming from US$60; Delaware US$400	Form 5472 due 15 April for a calendar year

Steps 1 and 2: choose the state and appoint a registered agent

The state sets the annual fees and what goes on the public record. It does not change the federal filings: Form 5472 is the same everywhere. Two common choices:

• Wyoming: US$100 to file, then an annual report with a license tax of at least US$60 a year, and no state income tax. Our guide to the Wyoming LLC for non-residents covers its rules.
• Delaware: US$110 to file, then a flat US$400 tax each year, paid by 1 June for the year before, with no annual report. Paying late adds US$200 plus interest of 1.5% a month.

If the business will have staff or a warehouse in another state, forming there may be simpler, because you may otherwise have to register in that state as well. Our comparison of the best US state for a non-resident LLC covers the trade-offs, including New Mexico.

The registered agent is the person or company in the state that accepts court papers and official mail for the LLC. In Wyoming the agent must be a Wyoming resident aged 18 or over, or a business entity authorised to do business there, with a physical Wyoming address that is not a PO box or mail forwarding service. An LLC left without an agent is dissolved. A non-resident cannot be their own agent in Wyoming, so the usual route is a commercial registered agent.

Step 3: file the articles of organization and sign an operating agreement

The articles of organization create the LLC. Wyoming's form asks only for the LLC's name, the registered agent's name and Wyoming address, the LLC's mailing and principal office addresses, an email address for state notices, and the signature of an organizer, the person who files it. It does not ask for the members' (owners') names, but everything on it, including the signature, becomes public record. Filed online, it costs US$100 plus a card processing fee and the LLC is active once the filing is complete. By post it takes up to 15 business days.

The operating agreement is the LLC's internal rulebook: who owns and manages it, how money goes in and comes out, and what happens on death or sale. It is not filed with the state, but banks commonly ask for it. Sign it when the LLC is formed.

No FinCEN report. Older guides say a new LLC must file a beneficial ownership information (BOI) report with FinCEN. FinCEN's final rule, issued on 11 August 2026 and effective from 14 August 2026, exempts all companies formed in the US, whoever owns them. Only companies formed abroad and registered to do business in a US state still report.

Step 4: get an EIN without an SSN on Form SS-4

The EIN (employer identification number) is the LLC's federal tax number. You need it for the bank and for Form 5472. The IRS never charges for it, although a provider may charge for preparing the form. The online application is closed to LLCs whose principal place of business is outside the US, so non-residents send Form SS-4 by one of three routes:

• Phone: international applicants only, +1 267-941-1099 (not toll-free), 6:00 a.m. to 11:00 p.m. US Eastern time, Monday to Friday. The caller must be authorised to receive the EIN.
• Fax: +1 304-707-9471 from outside the US. The EIN generally comes back by fax within 4 business days.
• Post: Internal Revenue Service, Attn: EIN International Operation, Cincinnati, OH 45999. Allow about 4 weeks.

Three parts of the form cause most delays. On lines 7a and 7b, the responsible party must be an individual who ultimately owns or controls the LLC, even if a company owns it; if that person has no SSN or ITIN and cannot get one, write "Foreign" or "N/A" on line 7b rather than leaving it blank. On lines 8a to 8c, answer "Yes" to the LLC question, enter 1 member, and answer "Yes" to whether the LLC was organized in the US. On line 9a, tick "Other" and write "Foreign-owned U.S. disregarded entity-Form 5472".

You can name a third-party designee, such as your formation provider, to receive the EIN for you; that authority ends once the EIN is issued. You do not need an ITIN for any of this. Our guide to EIN, ITIN or SSN for non-residents explains the three numbers.

Step 5: open a bank account and set up the books

With the EIN letter, the filed articles and the operating agreement, you can apply for a US business account. Banks set their own rules: some want an owner to visit a branch, others accept online applications from non-residents. Expect to show your passport, proof of address and a description of the business and its customers. Our guide to getting an EIN and a US bank account without an SSN covers what banks and fintech accounts usually ask for.

Start the books with the first transaction. The money you put in to pay the formation costs, and every later payment between you and the LLC, goes on Form 5472, so a separate account saves work. The US$25,000 penalty also applies to failing to keep the records the form relies on. If you sell to US customers, sales tax depends on where they are, not where the LLC is formed: see US sales tax for non-US sellers.

Step 6: the yearly filings, Form 5472 and US tax

Form 5472 with a pro forma Form 1120. By default, a US LLC with one foreign owner is a "disregarded entity" for income tax: the IRS looks through it to the owner. For reporting, though, the IRS treats it as a corporation, so it files Form 5472, attached to a pro forma Form 1120, for any year with a reportable transaction with its owner or another related party. Money the owner puts in or takes out counts, so in practice a foreign-owned LLC usually files every year, including the first. Only the name, address and two items on page one of Form 1120 are filled in, with "Foreign-owned U.S. DE" written across the top.

• Deadline: the 15th day of the 4th month after the tax year ends. The tax year is the owner's US tax year, or the calendar year if there is none, so usually 15 April. An LLC formed in 2026 files first by 15 April 2027.
• Extension: Form 7004, filed by the due date, gives an automatic 6 months.
• How: fax to +1 855-887-7737 or post to the IRS in Ogden, Utah. It cannot be filed electronically.
• Penalty: US$25,000 for each failure to file on time and in the prescribed way, plus US$25,000 for each 30-day period it continues more than 90 days after an IRS notice.

See our guide to Forms 5472 and 1120 for a foreign-owned US LLC.

US income tax. The US taxes a non-resident owner on two kinds of income only: income effectively connected with a US trade or business (ECI), taxed at graduated rates after deductions, and certain US-source investment income such as dividends, taxed at 30% or a lower treaty rate. With neither, the owner owes no US income tax, though the LLC still files Form 5472. Performing services in the US, or selling inventory through a US business, on a considerable, continuous and regular basis generally counts as a US trade or business. Then the owner files Form 1040-NR (an individual) or Form 1120-F (a foreign company). A tax treaty can change the result.

Home-country tax. Your home country may still tax the profits, and some countries treat a US LLC differently from the US. See home-country tax traps for US LLC owners, and US LLC or UK company if you are weighing a UK company instead.

How Cosmos helps. Cosmos sets up US LLCs for owners based outside the US. We arrange the registered agent through licensed partners, prepare the articles of organization and the SS-4, and make introductions to banking partners. Each year our licensed US CPA partners prepare Form 5472 and the pro forma Form 1120, and we track every state and IRS deadline. We quote a fixed fee upfront. Cosmos is not a law firm, a CPA firm or a registered agent. See company formation in the United States or book a call.

FAQ

Can a non-resident own a US LLC?

Yes. A non-resident individual or a foreign company can own a US LLC outright. Wyoming's articles of organization do not ask for nationality or residence, and the IRS issues an EIN without an SSN or ITIN.

Do I need an SSN or ITIN to get an EIN for my LLC?

No. A responsible party with no SSN or ITIN, who cannot get one, writes "Foreign" or "N/A" on line 7b of Form SS-4. Non-residents apply by phone, fax or post, and the EIN is free.

How long does it take to set up a US LLC as a non-resident?

A Wyoming LLC filed online is active immediately. The EIN comes during the call by phone, generally within 4 business days by fax, or in about 4 weeks by post. The bank account depends on the bank.

Does a foreign-owned US LLC pay US tax?

By default the LLC pays no federal income tax, because the IRS disregards it, unless it elects to be taxed as a corporation on Form 8832. The owner pays US tax only on income effectively connected with a US trade or business, or on US-source investment income such as dividends. The LLC still files Form 5472.

What happens if I do not file Form 5472?

The IRS charges US$25,000 for each failure to file on time and in the right way, plus US$25,000 for each 30-day period the failure continues more than 90 days after an IRS notice.

Does my US LLC need to file a BOI report with FinCEN?

No. FinCEN's final rule, effective from 14 August 2026, exempts all companies formed in the US. Only companies formed abroad and registered to do business in a US state still report.

Which state should a non-resident choose for an LLC?

Wyoming costs US$100 to form and from US$60 a year; Delaware costs US$110 and US$400 a year. Choose Delaware if investors or their lawyers expect it. Otherwise compare annual costs, because the federal filings are the same in every state.