Company registration in the USA

A company here belongs to a state. The federal side gives it a tax number and nothing more: there is no national incorporation, no national fee and no national certificate. So the first decision is the registry, and the second is what it charges every year after.

Our American practice is collected on the United States page, and registrations elsewhere sit under company registration.

What a state filing carries

• A company name the registry accepts, and the legal form chosen for it.
• A registered agent who has consented in writing, with a street address in that state.
• The governing document: an operating agreement for a limited liability company, bylaws for a corporation.
• Managers or directors, officers, signing powers and the treatment of a founder who leaves.
• The activity, because a licence or a sales-tax registration can sit on top of the filing.

A registered agent is not a mailbox

Texas puts it plainly: the registered office must be a physical address in the state where the agent can be personally served with process during business hours, and cannot be solely a mailbox or answering service. Whoever is appointed must have consented in written or electronic form.

What four registries charge

Four registries, four annual bills

Nevada and its two annual payments

The articles cost $75, the lowest of the four. The yearly bill is the highest: a $150 list of managers or members and a $200 state business licence, both submitted on the same form.

Delaware and its two calendars

A limited liability company pays a flat $300 by 1 June and files no annual report. A corporation files a report and pays franchise tax by 1 March, from $175 up to a ceiling of $200,000.

Wyoming and its asset-based charge

The annual licence tax follows the assets a company keeps and uses inside Wyoming, so one holding little there stays at the $60 floor and the bill grows only with what the company puts into the state.

Texas and its revenue threshold

Nothing is owed to the registry each year, but the franchise tax report goes to the comptroller. For 2026 and 2027 no tax falls due below $2,650,000 of total revenue; above it the rate is 0.375% for retail and wholesale and 0.75% otherwise.

The federal number, and the report you may not owe

• The employer identification number is issued free and immediately, but the online tool is closed where the principal place of business is outside the country: those applicants file by phone, fax or mail.
• Online applicants need the responsible party's social security or individual taxpayer number, and only one number is issued per responsible party per day.
• Under the final rule effective 14 August 2026, companies created in the United States are exempt from beneficial ownership reporting.
• Only certain companies formed under foreign law and registered to do business in a state still report, and they do not report beneficial owners who are United States persons.

When a second state joins in

Formation in one state is no authority to operate in another. Where staff, premises or steady business appear elsewhere, that state expects its own registration: in Texas the application costs $750, and an entity transacting business there for more than ninety days without registering also owes a late fee for every full or partial year it went unregistered.

Sources: state charges — the Delaware and Wyoming fee schedules, the Nevada formation packet and Texas form 205; the agent — Texas guidance; the threshold — the comptroller; the number and the report — the IRS and FinCEN.