Register a Company in the United States

Company registration in the United States is handled at the state level, not the federal level. Each of the 50 states has its own Secretary of State (or equivalent) that processes business entity formations. The two most common structures are the Limited Liability Company (LLC) and the Corporation (Inc. or Corp.). The registration process typically requires choosing a business name that complies with state naming requirements, filing articles of incorporation (for corporations) or articles of organization (for LLCs) with the relevant Secretary of State, designating a registered agent with a physical address in the state of formation, and paying the applicable state filing fee. Delaware is the most popular state for incorporation due to its well-developed corporate law and Court of Chancery. Nevada and Wyoming are also popular for their business-friendly regulations. However, if the company will primarily operate in a specific state, registering in that state avoids the need for foreign qualification filings.

Requirements vary by state, but generally you will need: • A business name that meets state naming requirements (must include "LLC," "Inc.," "Corp.," or equivalent designator) • Articles of incorporation (corporation) or articles of organization (LLC) • A registered agent with a physical address in the state of formation • Details of incorporators (corporation) or organizers (LLC) • An EIN (Employer Identification Number) from the IRS for tax purposes • An operating agreement (LLC) or corporate bylaws (corporation) — not filed with the state but required for governance • Initial director or manager information (some states require this at formation) For foreign entities — including Australian companies establishing US subsidiaries — additional steps include obtaining an EIN, potentially qualifying as a foreign entity in states where the business operates, and complying with federal beneficial ownership reporting requirements under the Corporate Transparency Act.

State filing fees vary significantly: • Delaware: $90 (LLC), $89 (corporation) • California: $70 (LLC), $100 (corporation) • New York: $200 (LLC), $125 (corporation) • Nevada: $75 (LLC), $75 (corporation) plus $150 business licence • Wyoming: $100 (LLC), $100 (corporation) • Texas: $300 (LLC), $300 (corporation) These are state fees paid directly to the Secretary of State. EntityFlo does not mark up government filing fees. Your first entity on EntityFlo is free — no credit card, no lock-in. Paid plans scale with your portfolio: Foundation at $199/mo AUD (up to 25 entities), Control at $389/mo (26–50 entities), Corporate at $599/mo (51–100 entities), and Enterprise for groups managing 100+ entities with custom pricing. US-specific compliance tracking — annual reports, registered agent monitoring, and beneficial ownership reporting — is included at no additional cost.

US entity compliance is complex because requirements vary by state. Common ongoing obligations include: • Annual reports (or biennial reports in some states): Filed with the Secretary of State to confirm entity details are current. Deadlines and fees vary by state. • Registered agent: Every entity must maintain a registered agent with a physical address in its state of formation. If the agent changes, the state must be notified. • Franchise tax: Some states (notably Delaware and California) impose annual franchise taxes on entities formed or qualified in the state. • Beneficial ownership reports: Under the Corporate Transparency Act (effective 2024), most US entities must file beneficial ownership information with FinCEN, identifying individuals who own 25% or more of the entity or exercise substantial control. • State tax filings: Depending on the entity type and states of operation, various state tax filings may be required. EntityFlo tracks these obligations across all states where your entities are registered or qualified, applying state-specific rules for deadlines, fees, and filing requirements.

Australian corporate groups with US subsidiaries face a layered compliance challenge: federal requirements (EIN, FinCEN beneficial ownership), state requirements (annual reports, franchise taxes, registered agents), and the need to keep Australian parent-level governance aligned with the US subsidiary structure. EntityFlo provides a single platform for this. US entities sit alongside Australian entities in the same register, with ownership chains mapped across jurisdictions. When a US subsidiary's compliance status changes, the parent entity's overall group compliance score reflects it. Directors and officers who serve across both Australian and US entities have their obligations consolidated. Document vaults maintain jurisdiction-specific filing records. And the structure chart shows the complete cross-border corporate hierarchy, including look-through ownership to ultimate beneficial owners. This unified view is essential for CFOs and General Counsels responsible for governance across the entire group, not just entities in one country.