U.S. C-Corp Setup Checklist (for UK Owners)

Business Formation – What do you need to set up a standard US Corporation?

This checklist outlines the key steps to properly form and operate a U.S. C-Corporation as a non-U.S. (UK) individual or UK limited company owner and aims to demystify the formation process.

Upon instruction, we consult with you regarding the headline items – State of Incorporation, where you are planning on setting up your business (a state other than Delaware) and then we take care of the rest.

  • Choose your formation state (We routinely recommend Delaware State, which is standard in most of our formations for various reasons).
  • Select and appoint a Registered Agent in your chosen state (This is our job – we only work with well-established and reliable Registered Agents)
  • File Articles of Incorporation with the Secretary of State (Another one for us)
  • Obtain an EIN (Employer Identification Number) from the IRS (We complete and submit Form SS-4 by fax or via service).
  • Draft corporate bylaws and appoint initial directors and officers. (We prepare all of the initial documentation including Bylaws and appointments in our formation service.)
  • Issue stock certificates and maintain a stock ledger. (Our team will provide this)
  • File Beneficial Ownership Information (BOI) report with FinCEN. (We have got this covered for you)

Then, it is up to you to ensure that you (on your company’s behalf):

  • Open a U.S. business bank account (e.g., Citi, Chase, Mercury, Wise, Revolut etc.
  • Prepare and submit IRS Form W-8BEN-E (for UK Ltd owners) to U.S. payers to claim treaty benefits.
  • Comply with annual U.S. tax filing requirements (Form 1120, franchise tax).
  • Maintain good standing in Delaware (pay annual franchise tax and file annual report).
  • Consider appointing a U.S. accountant familiar with international corporate tax matters. We can assist with introductions to suitably qualified US CPAs.

This is only a high level summary of the key decisions.

Please ensure you contact us to discuss the above or that you follow the advice of a suitably qualified professional of your own.