How to Register a Company in the USA

Registering a company in the United States is one of the most strategic business decisions entrepreneurs can make. Whether you're a local resident or an international founder, establishing a legal business entity in the U.S. opens doors to global markets, access to venture capital, credibility with clients and partners, and favorable tax structures. The U.S. offers one of the most flexible and investor-friendly business environments in the world, with no single federal registration process—instead, each state has its own rules, fees, and requirements. Understanding how to navigate this system is critical to launching a compliant, scalable, and long-lasting business.

This comprehensive guide walks you through every step of registering a company in the USA—from choosing the right business structure and selecting a state, to filing paperwork, obtaining tax IDs, and maintaining compliance. You’ll also learn best practices, essential tools, real-world examples, and answers to frequently asked questions. By the end of this guide, you’ll have a clear, actionable roadmap to legally establish your business in the United States.

Step-by-Step Guide

Step 1: Determine Your Business Structure

The first decision in registering your company is selecting the appropriate legal structure. Your choice affects liability protection, taxation, administrative burden, and fundraising potential. The four most common business structures in the U.S. are:

• Sole Proprietorship – The simplest form, where you and your business are legally the same entity. No formal registration is required in most states, but it offers no liability protection.
• Partnership – A business owned by two or more people. Can be general (shared liability) or limited (some partners have limited liability). Requires a partnership agreement.
• Limited Liability Company (LLC) – Offers personal liability protection and pass-through taxation (profits and losses flow to owners’ personal tax returns). Highly popular among small and medium businesses.
• Corporation (C-Corp or S-Corp) – A separate legal entity with shareholders. C-Corps are taxed at the corporate level and again when dividends are distributed. S-Corps avoid double taxation but have ownership restrictions.

For most startups and small businesses, an LLC is the preferred structure due to its balance of liability protection, tax flexibility, and ease of management. Corporations are typically chosen by companies seeking venture capital or planning to go public.

Step 2: Choose a State of Incorporation

You must register your business in at least one U.S. state. While you can operate in multiple states, your “home state” (also called the state of formation) is where you file your official registration documents.

Popular choices include:

• Delaware – Known for its business-friendly courts, strong corporate law, and privacy protections. Favored by startups and large corporations alike.
• Nevada – No state corporate income tax, no personal income tax, and strong asset protection laws.
• Wyoming – Low fees, no corporate income tax, and excellent privacy for owners.
• California, New York, Texas – Ideal if your business is physically located there, despite higher fees and taxes.

If you plan to operate primarily in one state, registering there is usually the most practical choice. If you’re seeking investor funding or anticipate scaling nationally, Delaware is often recommended due to its established legal framework and recognition by venture capitalists.

Step 3: Name Your Business

Your business name is your brand’s first impression. It must be unique, memorable, and compliant with state naming rules.

Before finalizing a name, conduct these checks:

1. State Database Search – Visit your chosen state’s Secretary of State website and search existing business names. Most states offer a free online database.
2. Trademark Search – Use the U.S. Patent and Trademark Office (USPTO) database at tmsearch.uspto.gov to ensure your name isn’t trademarked federally.
3. Domain Availability – Check if the .com version of your name is available using registrars like GoDaddy or Namecheap.
4. Social Media Handles – Verify availability on platforms like Instagram, LinkedIn, and Twitter to maintain brand consistency.

Most states prohibit names that are misleading, imply government affiliation, or include restricted words like “Bank,” “Insurance,” or “University” without special approval.

Step 4: Appoint a Registered Agent

A registered agent (also called a resident agent) is a person or company designated to receive legal and government correspondence on behalf of your business. This includes service of process (lawsuits), tax notices, and compliance documents.

Requirements:

• Must have a physical street address in the state where you register (PO Boxes are not accepted).
• Must be available during normal business hours.
• Can be a resident of the state, a company employee, or a professional registered agent service.

Many entrepreneurs use third-party registered agent services (such as LegalZoom, ZenBusiness, or Incfile) for reliability and privacy. These services typically cost $50–$300 annually and ensure you never miss a critical document.

Step 5: File Articles of Organization (LLC) or Articles of Incorporation (Corporation)

This is the official document that creates your business entity. It must be filed with the state’s Secretary of State office.

For LLCs: File Articles of Organization. Required information typically includes:

• Business name
• Registered agent name and address
• Principal business address
• Management structure (member-managed or manager-managed)
• Duration of the LLC (usually perpetual)
• Signatures of organizers

For Corporations: File Articles of Incorporation. Required information includes:

• Corporate name
• Registered agent
• Number of authorized shares
• Names and addresses of incorporators
• Corporate purpose (can be broad, e.g., “any lawful activity”)

Filing fees vary by state, ranging from $40 in Kentucky to $500 in Massachusetts. Most states allow online filing through their Secretary of State portal. Processing times range from same-day to 4–6 weeks, depending on the state and filing method.

Step 6: Obtain an Employer Identification Number (EIN)

An Employer Identification Number (EIN), also known as a Federal Tax ID, is issued by the Internal Revenue Service (IRS). It’s required for opening a business bank account, hiring employees, and filing taxes—even if you have no employees.

To get an EIN:

1. Visit the IRS website at https://www.irs.gov/ein.
2. Complete the online application (Form SS-4).
3. Provide your legal name, business address, and structure type.
4. Answer questions about business purpose and payroll.

The EIN is issued immediately upon submission and is free. Beware of third-party websites charging fees for this free service.

If you’re a non-U.S. resident without a Social Security Number (SSN), you can still apply for an EIN by submitting Form SS-4 by fax or mail, or by calling the IRS International Taxpayer热线 (note: this is not a customer care line; it’s a direct IRS service for foreign applicants).

Step 7: Register for State and Local Taxes

Depending on your business activities, you may need to register for state-level taxes:

• Sales Tax Permit – Required if you sell tangible goods or certain digital services. Apply through your state’s Department of Revenue.
• State Employer Tax ID – Needed if you hire employees. Often combined with federal EIN registration.
• Business License – Many cities and counties require a local business license or occupational permit.
• Industry-Specific Licenses – Examples: food service, childcare, real estate, cosmetology, and cannabis.

Use the U.S. Small Business Administration’s (SBA) license and permit tool at sba.gov/business-guide/launch-your-business/apply-licenses-permits to find requirements by state and industry.

Step 8: Open a Business Bank Account

Once you have your EIN and formation documents, open a dedicated business bank account. This separates your personal and business finances—critical for liability protection and accounting.

Requirements typically include:

• Articles of Organization/Incorporation
• EIN confirmation letter
• Business license (if applicable)
• Proof of registered agent
• Personal identification (driver’s license or passport)

Online banks like Novo, Mercury, and BlueVine offer business accounts tailored for startups with low fees and digital tools. Traditional banks like Chase, Bank of America, and Wells Fargo also provide business services with branch access.

Step 9: Draft an Operating Agreement (LLC) or Bylaws (Corporation)

While not always legally required, these internal documents are essential for governance and dispute resolution.

LLC Operating Agreement outlines:

• Ownership percentages
• Voting rights
• Profit and loss distribution
• Management structure
• Procedures for adding or removing members
• Buyout and dissolution terms

Corporate Bylaws cover:

• Board of directors’ powers and duties
• Shareholder meetings and voting
• Officer roles (CEO, CFO, etc.)
• Issuance of stock
• Amendment procedures

These documents are not filed with the state but should be kept with your business records. Templates are available from legal platforms like LegalZoom or Rocket Lawyer, or you can consult an attorney for customized agreements.

Step 10: Comply with Ongoing Requirements

Registration is just the beginning. U.S. businesses must meet ongoing compliance obligations to remain in good standing:

• Annual Reports – Most states require an annual or biennial report with updated business information. Fees range from $10 to $500.
• Tax Filings – File federal and state income taxes, payroll taxes (if applicable), and sales tax returns on time.
• Renew Licenses – Industry and local licenses often require annual renewal.
• Registered Agent Updates – Notify the state if your agent changes.
• Foreign Qualification – If you operate in a state other than your formation state, you must register as a “foreign entity” in those states.

Set calendar reminders or use compliance software to avoid penalties, fines, or administrative dissolution of your business.

Best Practices

1. Separate Personal and Business Finances

Never use personal accounts for business expenses. Commingling funds can void your liability protection and complicate accounting. Use a dedicated business bank account and accounting software from day one.

2. Maintain Accurate Records

Keep all formation documents, tax filings, contracts, invoices, and bank statements organized. Digital storage with cloud backups (Google Drive, Dropbox, or specialized tools like DocuSign or PandaDoc) is recommended. The IRS requires businesses to retain records for at least three years.

3. Understand Your Tax Obligations

LLCs are pass-through entities by default, meaning profits and losses are reported on owners’ personal tax returns (Form 1040, Schedule C). Corporations file Form 1120 (C-Corp) or Form 1120-S (S-Corp). Payroll taxes require quarterly filings (Form 941) and annual reconciliation (Form 940). Consult a CPA or tax professional to choose the optimal tax classification.

4. Protect Your Intellectual Property

Register trademarks for your brand name, logo, and slogans with the USPTO. Consider copyrighting original content (websites, manuals, software). If you develop inventions, explore provisional patents. Early IP protection prevents costly disputes later.

5. Secure Business Insurance

General liability insurance, professional liability (errors and omissions), workers’ compensation (if you have employees), and cyber liability insurance are essential. Insurance protects against lawsuits, data breaches, and unforeseen liabilities.

6. Plan for Foreign Ownership

Non-U.S. citizens can legally own U.S. businesses. You do not need a visa or green card to form an LLC or corporation. However, if you plan to work in the U.S., you’ll need a valid visa (E-2, L-1, or H-1B). Consult an immigration attorney to align your business structure with your residency goals.

7. Avoid Common Pitfalls

• Using a name already taken or trademarked.
• Failing to file annual reports, leading to administrative dissolution.
• Not obtaining necessary local permits.
• Delaying EIN application—some banks require it before account opening.
• Ignoring sales tax collection obligations.

Tools and Resources

State Government Portals

Each state’s Secretary of State website is your primary source for filings and information:

• Delaware: corp.delaware.gov
• California: sos.ca.gov/business-programs/business-entities
• New York: dos.ny.gov
• Texas: sos.state.tx.us
• Nevada: nvsos.gov/sos/business

IRS Resources

• EIN Application: https://www.irs.gov/ein
• Business Tax Guide: https://www.irs.gov/businesses/small-businesses-self-employed
• State Tax Contacts: https://www.irs.gov/newsroom/state-tax-contacts

Business Formation Services

These platforms simplify registration for non-experts:

• LegalZoom – Offers LLC, corporation, and trademark services with attorney support.
• Incfile – Free LLC formation (plus state fees), includes registered agent service.
• ZenBusiness – Affordable packages with compliance reminders and business tools.
• Northwest Registered Agent – Premium registered agent service with excellent customer support.

Accounting and Compliance Software

• QuickBooks Online – Best for bookkeeping, invoicing, and tax prep.
• Wave – Free accounting software for startups with low volume.
• Stripe Tax – Automatically calculates and files sales tax.
• Harbor – Compliance dashboard for annual reports and filings.
• TriNet – HR and payroll platform for small businesses with employees.

Legal and IP Resources

• USPTO Trademark Search – tmsearch.uspto.gov
• Legal Aid and Pro Bono Services – Many bar associations offer free legal clinics for small businesses.
• SBA Legal Resources – sba.gov/business-guide

Networking and Support

• SCORE – Free mentorship from retired executives. score.org
• Small Business Development Centers (SBDCs) – Funded by the SBA, offer free consulting. sba.gov/local-assistance
• Chamber of Commerce – Local chapters provide networking and advocacy.

Real Examples

Example 1: Tech Startup in Delaware

Jessica, a software developer in India, wants to launch a SaaS platform targeting U.S. customers. She chooses to form a Delaware LLC for its investor recognition and legal clarity. She selects a registered agent service, names her company “NexaFlow LLC,” and files Articles of Organization online. She obtains an EIN, opens a business bank account with Mercury, and drafts an operating agreement outlining equity splits with her co-founder. She registers for sales tax in states where she has economic nexus and uses QuickBooks for accounting. Within six weeks, her business is fully operational, and she begins pitching to U.S.-based angel investors.

Example 2: E-commerce Seller in California

Marcus runs a Shopify store selling handmade jewelry from his home in Los Angeles. He registers as a sole proprietor initially but upgrades to a California LLC for liability protection. He searches for a unique name, files Articles of Organization, and gets an EIN. He applies for a seller’s permit through the California Department of Tax and Fee Administration. He hires a bookkeeper to manage quarterly sales tax filings and uses Wave for invoicing. He also purchases general liability insurance. His LLC structure protects his personal assets from product liability claims.

Example 3: Restaurant Chain in Texas

The Rodriguez family opens a chain of taco restaurants across Texas. They form a Texas corporation to facilitate multiple locations and future franchising. They file Articles of Incorporation, adopt bylaws, issue shares to family members, and obtain a food service license from the Texas Department of State Health Services. They register for payroll taxes, apply for a federal food safety certification, and install point-of-sale systems with integrated tax reporting. Their corporate structure allows them to reinvest profits and attract franchisees later.

Example 4: Freelancer Turning Agency in Wyoming

A freelance graphic designer in Florida wants to scale into an agency. She forms a Wyoming LLC for its low fees and privacy. She uses a registered agent service to keep her home address private. She files her Articles of Organization, gets an EIN, and opens a business account. She contracts with clients under her LLC’s name, invoices through QuickBooks, and sets aside funds for estimated taxes. Her Wyoming LLC allows her to operate nationwide while minimizing state-level compliance burdens.

FAQs

Can a non-U.S. citizen register a company in the USA?

Yes. Non-residents can form LLCs and corporations in any U.S. state without needing a visa or Social Security Number. However, if you plan to work in the U.S., you must obtain the appropriate work authorization separately.

How long does it take to register a company in the USA?

Processing times vary by state and filing method. Online filings typically take 1–7 business days. Expedited services (for an extra fee) can deliver approval in 24–48 hours. Mail filings may take 4–8 weeks.

Do I need a U.S. address to register a company?

You need a physical address in the state where you register for your registered agent. You do not need a U.S. residential address. Many entrepreneurs use registered agent services that provide a business address for correspondence.

What is the cheapest state to register a company?

States with the lowest filing fees include Arkansas ($45), Missouri ($50), and Kentucky ($40). However, consider ongoing compliance costs, tax rates, and business climate—not just initial fees—when choosing a state.

Do I need a business license if I have an LLC?

Yes. An LLC is a legal structure, but a business license is a local permit to operate. Most cities and counties require a business license regardless of your entity type.

How much does it cost to register a company in the USA?

Costs vary widely. Filing fees range from $40–$500. Registered agent services cost $50–$300/year. Additional costs include business licenses ($50–$500), EIN (free), and legal services ($500–$2,000). Total startup costs typically range from $100 to $2,000 depending on complexity.

Can I register my company online?

Yes. All 50 states and D.C. allow online filing of Articles of Organization or Incorporation through their Secretary of State portals. Third-party services also offer guided online registration.

What happens if I don’t register my company?

Operating without legal registration exposes you to personal liability, prevents you from opening a business bank account, and makes it difficult to contract with vendors or clients. You may also face fines, back taxes, or penalties if discovered by state authorities.

Do I need to hire a lawyer to register a company?

No. Most small businesses can register independently using online tools and state resources. However, if you have complex ownership structures, international partners, or industry-specific regulations, consulting a lawyer is recommended.

How do I dissolve a company in the USA?

To dissolve, file Articles of Dissolution with your state’s Secretary of State, settle all debts and taxes, notify creditors, and distribute remaining assets. Some states require publication of dissolution notices. Failure to formally dissolve can result in ongoing fees and penalties.

Conclusion

Registering a company in the United States is a powerful step toward building a legitimate, scalable, and globally recognized business. While the process involves multiple steps—from choosing a structure and state to filing documents and maintaining compliance—it is designed to be accessible to entrepreneurs at all levels. By following this guide, you’ve gained a clear, step-by-step understanding of how to navigate the system efficiently and avoid common pitfalls.

The key to success lies not just in the initial registration, but in maintaining compliance, separating finances, protecting intellectual property, and leveraging available tools and resources. Whether you’re a solopreneur, a tech founder, or an international investor, the U.S. offers unmatched opportunities for growth and innovation.

Take action today. Choose your structure, pick your state, name your business, and file your documents. The U.S. business ecosystem rewards those who move with intention, clarity, and diligence. Your company’s journey begins with one decision—and now, you have the knowledge to make it confidently.