How to Form a US LLC as a Nonresident: A Step-by-Step Guide

You can form a US LLC without living in the United States, holding a Social Security number (SSN) or travelling there. Forming the LLC takes six steps, and the order matters because each one feeds the next:

1. Choose the state the LLC will be formed in.
2. Check that the name is available and meets that state's rules.
3. Appoint a registered agent with a street address in that state.
4. File the formation document with the state: articles of organization in Wyoming and New Mexico, a certificate of formation in Delaware.
5. Adopt an operating agreement among the owners.
6. Apply to the IRS for an Employer Identification Number (EIN), by fax or mail if you have no SSN or ITIN (Individual Taxpayer Identification Number), or by phone if the LLC's principal place of business is outside the US.

Recurring duties follow: a yearly state charge in Wyoming and Delaware, a registered agent kept in place, and, for a single-member LLC owned by a non-US person, Form 5472 with a pro forma Form 1120 for each year with a reportable transaction.

This guide explains what each step involves and which office handles it, using Wyoming, Delaware and New Mexico as examples. It applies whether you file yourself or use a service. If you freelance from Egypt, how to open a US LLC as a freelancer from Egypt follows the same route with that situation in mind. Government fees and procedures were read on 7 November 2026, on official sources except for New Mexico, whose figures come from a copy of its statute (see Step 1). They change, so check them on the day you file. This is general information, not legal or tax advice.

Quick summary (checked 7 November 2026)

• State filing fee to form the LLC: Wyoming $100, Delaware $110, New Mexico $50 under its statute.
• Yearly state charge: Wyoming at least $60, Delaware $400, New Mexico none listed in its LLC fee statute.
• In all three states, an LLC must keep a registered agent in the state. A founder living abroad cannot fill the role personally in any of them.
• The operating agreement is internal. It is not filed with the state.
• Without an SSN or ITIN, the IRS online EIN application is closed to you. Apply by fax or mail, or by phone if the principal place of business is outside the US, after the state has formed the LLC.
• An LLC formed in a US state files no beneficial ownership (BOI) report with FinCEN.

The steps at a glance

Step	Who you deal with	What you end up with
1. Choose a state	Your own decision	The fees and rules you will follow
2. Check the name	The state's business records	A name the state will accept
3. Registered agent	A person or company in the state	An agent's name and street address
4. File with the state	Secretary of State or Division of Corporations	The filed formation document
5. Operating agreement	The owners, internally	A signed agreement for your records
6. EIN	IRS	An EIN and the IRS notice confirming it

Can you form a US LLC from outside the US?

Yes. An LLC is created under state law, and the formation filings do not turn on where the owners live. The IRS describes an LLC as a business structure allowed by state statute, and notes that most states do not restrict ownership, so members may include individuals, corporations, other LLCs and foreign entities (IRS).

The filings themselves bear this out:

• Wyoming's articles of organization ask for the company name, the registered agent, a mailing address, a principal office address and an organizer's signature. They do not list the members or ask about anyone's citizenship or residence (Wyoming Secretary of State).
• Delaware's certificate of formation must state the company name and its registered office and agent (6 Del. C. § 18-201). The Division of Corporations says you do not have to live in Delaware to form an entity there (Delaware FAQ).
• The filings can be made from abroad. A Wyoming LLC filed online is active immediately (Wyoming Secretary of State). Delaware takes formation documents through its online Document Filing service or by mail (Delaware Division of Corporations). New Mexico now accepts business filings online only (New Mexico Secretary of State).
• The IRS issues EINs without an SSN or ITIN through its phone, fax and mail routes for international applicants, as Step 6 explains.

What you do need in the US is a registered agent in the formation state (Step 3). Banks and payment providers are a separate matter. They set their own conditions, some ask for a US address or for owners to be present, and approval is their decision. How to prepare your LLC documents for a business bank account shows how published requirements differ between providers. For short answers to related eligibility questions, see can a non-US resident open a US LLC?

Step 1: Choose the formation state

The state sets your filing fee, your yearly state charge and the law your LLC follows. These are the government charges in the three states this guide uses as examples:

State	Fee to form	Yearly state charge	When it is due
Wyoming	$100	License tax: $60, or $0.0002 per dollar of Wyoming assets if greater	First day of the formation anniversary month
Delaware	$110	Annual LLC tax: $400; no annual report	By 1 June, for the previous year
New Mexico	$50	None in the LLC Act's fee section	Confirm with the state

The sources are Wyoming's fee schedule effective 1 July 2026 and business FAQ; Delaware's fee schedule revised 1 August 2026, tax instructions and 6 Del. C. § 18-1107; and New Mexico's NMSA 53-19-63. All were read on 7 November 2026.

Three points behind the table:

• Delaware's tax is a flat $400. The Delaware Code sets that amount, and HB 400 changed the LLC annual tax with effect from 1 January 2026. Paying late adds a $200 penalty plus 1.5% interest a month on the tax and penalty (Delaware Division of Corporations). The first $400 payment, for 2026, falls due by 1 June 2027. One answer on Delaware's FAQ still shows $300; the Code and the tax instructions give $400.
• New Mexico's figures come from a published copy of its statute. The copy is current to January 2024, because the state's business portal and legislature site could not be read for this article. Confirm the filing fee, and whether any periodic report applies to your LLC, with the New Mexico Secretary of State before relying on them.
• The state fee is only the state's charge. The registered agent, any service fee and the yearly filings are separate costs.

If the LLC later has an office, employees or other physical presence in another US state, that state may require its own registration. Wyoming vs Delaware vs New Mexico compares the three states in depth, including privacy, investor expectations and what to check before you choose.

Step 2: Check the name

Before filing, confirm two things: the name contains the words the state requires, and the state's records do not already hold a name too close to it.

Each state's LLC law lists the required words:

• Wyoming: "Limited Liability Company" or one of its listed abbreviations, including "LLC", "L.L.C.", "Limited Company", "LC" and "Ltd. Liability Co." (Wyoming instructions, citing W.S. 17-29-108).
• Delaware: "Limited Liability Company", "L.L.C." or "LLC" (6 Del. C. § 18-102).
• New Mexico: "limited liability company", "limited company", "L.L.C.", "LLC", "L.C." or "LC" (NMSA 53-19-3).

Delaware and New Mexico both require the name to be distinguishable from names already on the state's records (6 Del. C. § 18-102; NMSA 53-19-3). Delaware offers an online name availability check (Delaware FAQ), and Wyoming's FAQ directs you to search existing entities in its online Business Center (Wyoming Secretary of State).

Reserving a name is optional. Delaware charges $75 to hold a name for 120 days and says a reservation is not required to form an entity (Delaware Division of Corporations; fee schedule). If you are ready to file, you can skip it.

Settle the exact spelling now, including the suffix. Form SS-4 asks for the LLC's legal name exactly as it appears on the document that created it (IRS Instructions for Form SS-4), and banks compare the name across your records.

Step 3: Appoint a registered agent

A registered agent is the person or company named in the state's records to accept legal papers for the LLC. All three states require one in the state:

• Wyoming: an individual resident in Wyoming, or a business entity authorized to do business there, with a physical Wyoming address. A drop box is not accepted, and a PO box only in addition to a physical address (Wyoming articles of organization).
• Delaware: an agent with a physical office address in Delaware (Delaware FAQ).
• New Mexico: an individual resident of New Mexico, or a company with a place of business in New Mexico that is also the registered office (NMSA 53-19-5).

Because an individual agent must live in the state, a founder abroad cannot act as their own agent. A commercial registered agent can serve instead. A friend or relative who lives in the state and meets the conditions can also serve.

The agent agrees in writing. Wyoming's filing packet includes a Consent to Appointment by Registered Agent, signed by the agent (Wyoming Secretary of State). The agent's name and address then go on the formation document.

The role lasts as long as the LLC exists, so the agent is a yearly cost rather than a one-off. What is a registered agent? covers who may serve, what goes on the public record and what happens if an agent resigns. Registered agent vs virtual business address explains which address belongs in which field.

Step 4: File the formation document with the state

This filing creates the LLC. In Delaware, for example, the LLC is formed when its certificate of formation is filed, or at a later time stated in the certificate (6 Del. C. § 18-201).

What the document asks for

Wyoming's articles of organization ask for (form):

1. the LLC's name;
2. whether it elects to be a close LLC, an optional box;
3. the registered agent's name and physical Wyoming address;
4. the LLC's mailing address;
5. its principal office address; and
6. a certification consenting to electronic service of legal papers at the email address given.

The organizer signs, and the form also asks for a contact person, a phone number and an email address. The email is required and receives the state's reminders and notices, so use one you control.

Delaware's certificate of formation must state, at a minimum, the name and the registered office and agent, and be signed by one or more authorized persons. The members may add other matters if they choose (6 Del. C. § 18-201).

New Mexico's articles of organization go through the Secretary of State's online system, which now handles all business filings (New Mexico Secretary of State).

Fees, filing method and timing

State	State fee	How to file	Timing the state gives
Wyoming	$100	Online with a card, or by mail	Online: active at once. Mail: up to 15 business days
Delaware	$110	Fillable PDF through the online service, or by mail	Varies with volume; 24-hour (+$50) or same-day (+$100)
New Mexico	$50 under the statute	Online only	Not stated on the pages read

The sources are Wyoming's instructions, fee schedule and FAQ; Delaware's fee schedule, formation page and FAQ; and New Mexico's business services page and NMSA 53-19-63.

Keep the filed copy the state returns. The IRS application uses the name exactly as it appears there, and banks and payment providers commonly ask to see it. US LLC documents explained covers what each formation record shows and who issues it.

Step 5: Adopt an operating agreement

An operating agreement is the owners' agreement on how the LLC runs: who owns what share, who manages it, how money is distributed, and what happens when an owner joins or leaves. It is internal. Delaware's Division of Corporations says operating agreements are kept by the entity, not filed with the state (Delaware FAQ).

Whether a written agreement is legally required depends on the state. Delaware law recognizes an agreement that is written, oral or implied, makes a single-member agreement enforceable, and allows it to be made before, at or after the filing (6 Del. C. § 18-101; § 18-201). Other states set their own rules; US LLC documents explained gives examples.

A signed written agreement is still useful with one owner. The filed document often does not show who owns the LLC (Wyoming's articles, as noted above, do not list members), so banks and payment providers may ask for the agreement to see ownership and control. Use the exact legal name from the filed document, and the same owners and percentages you will give the IRS and your bank.

Step 6: Get an EIN without an SSN

The EIN is the LLC's federal tax number, and the IRS issues it free. Apply after the state has formed the LLC: the IRS asks corporations and LLCs to form with the state first and warns that applying earlier may delay the application (IRS).

Which route you use depends on your facts:

• Online: only if the principal place of business is in the US and you have the responsible party's SSN or ITIN. If the principal place of business is outside the US, the IRS directs you to phone, fax or mail (IRS).
• Phone: international applicants can call 267-941-1099, which is not toll-free, Monday to Friday, 6 a.m. to 11 p.m. Eastern time. The caller must be authorized to receive the EIN and to answer questions about Form SS-4 (IRS; Instructions for Form SS-4).
• Fax: send the signed Form SS-4 to 304-707-9471 from outside the US, or 855-215-1627 from inside it. The SS-4 instructions say you generally receive the EIN by fax within four business days if you include a return fax number (Instructions for Form SS-4).
• Mail: send it to Internal Revenue Service, Attn: EIN International Operation, Cincinnati, OH 45999. The SS-4 instructions say to expect it in approximately four weeks (Instructions for Form SS-4).

The phone number, hours, fax numbers and mailing address are on the IRS EIN page. The "not toll-free" note, who may call, and the fax and mail timings come from the Instructions for Form SS-4. Both were read on 7 November 2026. Check them on the day you apply, and treat the timings as IRS estimates rather than promises.

On Form SS-4, the responsible party is the person who ultimately owns or controls the entity, and outside government entities it must be an individual. If that person does not have and cannot obtain an SSN or ITIN, line 7b takes "foreign" or "N/A"; it is not left blank. The IRS also asks you to use only one application method per entity, so the LLC does not end up with two EINs (Instructions for Form SS-4).

Keep the IRS notice that confirms the EIN, because providers often ask for the IRS document as well as the number. EIN for non-US residents without an SSN covers preparing Form SS-4, the responsible party and the common mistakes.

After formation: what comes next

With the filed formation document and the EIN, the formation steps are complete. What follows is set by separate authorities, each on its own schedule.

Bank and payment accounts

Each bank and payment provider runs its own checks and makes its own decision. Forming an LLC and getting an EIN do not guarantee approval. Preparing your LLC documents for a business bank account covers what to collect and check before you apply.

The IRS: Form 5472 with a pro forma Form 1120

By default, the IRS disregards a single-member LLC for income tax, treating its activity as the owner's, and classifies an LLC with two or more members as a partnership (IRS).

A single-member LLC wholly owned by one foreign person is treated as a corporation for the limited purposes of section 6038A reporting and record-keeping. For each year with a reportable transaction, it files Form 5472 attached to a pro forma Form 1120, with "Foreign-owned U.S. DE" written across the top, by the Form 1120 due date including extensions (IRS Instructions for Form 5472). For a calendar-year LLC that is 15 April, the 15th day of the fourth month after the tax year ends (IRS Instructions for Form 1120).

• Reportable transactions include amounts paid or received in connection with forming the LLC, and contributions to and distributions from it. Money you put in or take out counts, so the first year usually has one.
• Filing method: a foreign-owned disregarded entity cannot file Form 5472 electronically. It faxes or mails the forms to the IRS address in the instructions.
• Extension: Form 7004, filed by the regular due date, extends the time to file.
• Penalty: $25,000 for failing to file, plus a further $25,000 for each 30-day period, or part of one, that the failure continues more than 90 days after the IRS notifies the LLC (IRS Instructions for Form 5472).

Form 5472 for a foreign-owned US LLC explains each part of the filing. A multi-member LLC files a partnership return instead, and whether you personally owe US income tax is a separate question for a tax professional.

The state: annual report or tax, and the agent

• Wyoming: an annual report and license tax, at least $60, due on the first day of the anniversary month of formation. A company that does not pay within 60 days of the due date becomes subject to dissolution (Wyoming instructions; Wyoming FAQ). The Wyoming annual report guide covers the filing.
• Delaware: the $400 annual tax by 1 June for the previous year, with no annual report (Delaware Division of Corporations).
• New Mexico: confirm the current position for your LLC with the Secretary of State, as noted in Step 1.
• All three: the registered agent must stay in place, so its renewal falls due each year.

The annual compliance calendar for a foreign-owned US LLC puts these dates side by side with a worked example.

FinCEN: no BOI report

FinCEN says US companies are exempt from beneficial ownership information reporting and no longer have to file. Its final rule took effect on 14 August 2026, and there is no fee to file BOI directly with FinCEN (FinCEN). BOI reporting in 2026 explains who still reports, the FinCEN ID duty that can remain for non-US holders, and how to spot BOI scams.

Doing it yourself or using a service

Every filing in this guide is made directly with a state office or the IRS, online, by mail, by fax or by phone, so you can complete the steps yourself, except that the registered agent must be a person or company in the state. A formation service makes the same filings on your behalf; it does not change what the state or the IRS requires.

Foundlie's US formation service covers the state filing, a registered agent for the first year and the EIN application. The pricing page shows current prices by state, and the Foundlie guide explains what is delivered and when.

Frequently asked questions

Do I need an SSN or ITIN to form a US LLC?

No. Neither Wyoming's articles of organization nor Delaware's certificate of formation asks for one. For the EIN, a responsible party who does not have and cannot obtain an SSN or ITIN enters "foreign" or "N/A" on line 7b of Form SS-4 and applies by phone, fax or mail.

Do I have to travel to the US?

Not for the government filings. The three states take formation filings online, and Wyoming and Delaware also by mail. The IRS route for international applicants is phone, fax or mail. Some banks and payment providers set their own conditions, such as a US address or owners being present, so check each provider before choosing one.

How long does it take?

A Wyoming LLC filed online is active immediately; a mailed filing can take up to 15 business days. Delaware's regular processing time varies with volume, and 24-hour and same-day service cost extra. For the EIN, the IRS estimates about four business days by fax and approximately four weeks by mail. None of these is a guarantee.

Can I apply for the EIN before the state approves the LLC?

The IRS asks you not to. It tells corporations and LLCs to form with the state first, and the legal name on Form SS-4 must match the filed formation document.

This article provides general educational information and is not legal or tax advice. State fees, forms, IRS procedures and FinCEN rules change; check the current official source or consult a qualified professional before you file.