Expanding your business to the United States is a big step — and one of the first decisions you’ll face is how to structure your company. Should you register an LLC, S-Corp, or C-Corp? Each has its own legal, tax, and operational implications, especially for non-U.S. residents.
LLC (Limited Liability Company)
An LLC is a popular choice for its simplicity and flexibility. It offers limited liability protection, meaning your personal assets are separate from the company’s liabilities.
Pros:
Easy to form and manage
Pass-through taxation (profits taxed on your personal income)
Fewer compliance requirements
Cons:
Not ideal for raising venture capital
Varies by state — legal frameworks can differ
Foreign ownership may complicate tax filings
LLCs are great for service-based businesses or founders who plan to stay small and nimble.
S-Corp (S Corporation)
An S-Corp is a tax designation rather than a legal entity, designed to avoid double taxation by passing income directly to shareholders.
But here’s the catch:
S-Corps are only available to U.S. citizens or residents. If you’re a foreign national, you’re not eligible to be a shareholder in an S-Corp — making it a non-starter for most international founders.
C-Corp (C Corporation)
This is the go-to structure for startups planning to raise capital, scale, and attract investors. Most venture capitalists and accelerators expect you to be a Delaware C-Corp.
Pros:
Unlimited shareholders, including foreign owners
Attractive to VCs and angel investors
Stock options available for employees
Strong legal precedent (especially in Delaware)
Cons:
Double taxation (profits taxed at the corporate level and again on dividends)
More regulatory paperwork and compliance
If you’re serious about scaling in the U.S., a Delaware C-Corp is often your best bet.
Conclusion
There’s no one-size-fits-all answer. Your choice depends on your goals, business model, and funding plans. For many foreign founders, the Delaware C-Corp offers the most growth-friendly structure — but if you’re bootstrapping or running a consultancy, an LLC might be a better fit.
💡 Need help choosing? Borderless Advisors can guide you through U.S. incorporation tailored to your strategy and goals.
