How to Incorporate as a Foreign Founder in the U.S.

Starting a company in the U.S. opens the door to the world’s largest market, global investors, and credibility that travels everywhere.

But for foreign founders, incorporation often feels like a maze of forms, tax codes, and legal terms.

The good news? It’s not as complicated as it looks, if you understand how the process really works.

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What you’ll get from this post

📌 The key steps to incorporate your U.S. company as a non-resident
📌 Whether you should choose a C-Corp or LLC
📌 How to handle EIN, bank accounts, and taxation
📌 Mistakes foreign founders make (and how to avoid them)
📌 Expert insights from Lazo on compliance and structure

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Why foreign founders choose to incorporate in the U.S.

Access to U.S. venture capital and accelerator programs
Investor confidence and credibility (Delaware is the global standard)
Simpler contracts, IP protection, and predictable regulation
Ability to operate in USD and access U.S. payment platforms
Tax efficiency when structured correctly

👉 From Lazo’s experience: Over 70% of international startups raising capital from U.S. investors incorporate a Delaware C-Corp for scalability and compliance reasons.

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Step-by-step: How to incorporate in the U.S. as a foreign founder

Step 1: Choose your structure

Most venture-backed startups choose a Delaware C-Corp.
An LLC can work for small teams or service-based businesses.

Step 2: Choose your state

Delaware is preferred for its startup-friendly laws and investor familiarity.
In some cases, founders also register a foreign qualification in the state where they physically operate.

Step 3: Appoint a registered agent

Responsible for receiving legal and tax notifications, acting as the official liaison between the state and the company.
You can work with a registered agent service or a compliance partner like Lazo.

Step 4: File your Certificate of Incorporation

Include the company name, number of shares, and registered agent details.This document officially creates your corporation.

Step 5: Get your EIN (Employer Identification Number)

Foreign founders can apply with the IRS (Form SS-4), and Lazo can guide you through every step of the process.
This number is essential for opening a U.S. bank account, paying taxes, and hiring employees.

Step 6: Open a U.S. business bank account

Some banks allow remote openings for non-residents (e.g., Mercury, Brex).
Having a U.S. account simplifies payments, payroll, and investor transactions.

Step 7: Stay compliant

File your Annual Report and Franchise Tax in Delaware.
Keep clean accounting and tax filings (Lazo can handle this for you end-to-end).

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C-Corp vs. LLC: Which one should you choose?

👉 Pro tip: If your goal is to raise venture capital, choose a Delaware C-Corp.

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Common mistakes foreign founders make

Using a personal U.S. address instead of a registered agent and annual RA renewal to keep the company active.
Failing to obtain an EIN before fundraising
Skipping compliance filings (which can lead to penalties)
Mixing personal and business transactions
Ignoring U.S. tax obligations for foreign-owned entities

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From Lazo’s experience

At Lazo, we’ve guided hundreds of international founders through U.S. incorporation and compliance.

Our legal and accounting experts simplify the process end-to-end, from forming your Delaware C-Corp to maintaining your annual filings, taxes, and investor documents.

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