USA
- LIMITED LIABILITY COMPANY
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The United States LLC is not a partnership or a corporation. It is a distinct
business entity that offers an alternative to partnerships and corporations
by combining the corporate advantages of limited liability with the partnership
advantage of pass-through taxation. US LLCs with non-resident members
and which conduct no business in the US 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. US LLCs are popular vehicles for conducting international
business.
Procedure
to form
Filing of Articles of Organization or Certificate of Formation with
the Secretary of State in the preferred state of formation.
Type
of Company.
Limited Liability Company (LLC).
Restrictions
on Trading
Cannot trade within the USA or own real estate there. Cannot undertake
the business of banking, insurance, assurance, reinsurance, fund management,
collective investment schemes, trust management, trusteeship, the rendering
of investment advice or any other activity that would suggest an association
with the banking or insurance industries. Cannot offer its shares for
sale to the public.
Powers
of Company
An LLC has the same powers as a natural person.
Language
of Legislation and Corporate Documents
English.
Shelf
Companies Available
Yes.
Time
to Incorporate
Generally one-two days, but must allow an additional 5 - 7 business
days for delivery of documentation.
Name
Restrictions
Any name that is identical or similar to an existing company.
Suffixes
to Denote Limited Liability
Limited Liability Company or LLC.
Language
of Name
Latin alphabet.
Registered
Office Required
Yes, must be maintained in the State of incorporation.
Disclosure
of Beneficial Ownership to Government Authorities
No.
Classes
of Shares Permitted
Membership units.
Taxation
US Limited Liability companies structured for partnership tax treatment
with non-resident members and which conduct no business in the US 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.
Annual
Report/License Filing Fee
Varies according to the State.
Managers
Minimum is one. Managers may be natural persons or bodies corporate
from any nationality and need not be US resident.
Company
Secretary
Optional.
Members
Minimum is two and must be non US resident/citizen for partnership tax
treatment.
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