Set Up a Subsidiary Company in the USA

The process for founding a company in the U.S. is influenced by both federal and state-level regulations, and it can vary significantly depending on the location. However, the federal government and state governments often align to encourage entrepreneurship, especially under shifting political climates.

Three Key Ways to Start to Set Up a Subsidiary Company in the USA in the U.S.:

1. Expand an Existing Business:
   • Open a Branch or Subsidiary: Established businesses can expand their operations by opening a branch or a subsidiary in the U.S., often requiring a local partner or a U.S. citizen or permanent resident as part of the structure.
   • Registration Process: Depending on the state, businesses may need to register as foreign entities (also known as “extra-provincial” in Canada) to operate in multiple states.
   • Considerations for 2025: With the potential return of Trump to office, expect a continued focus on deregulation and pro-business policies at the federal level. This may lead to simplifications in cross-border operations and ease in tax incentives for foreign businesses.
2. Start a Business as a Non-Resident:
   • No Need for Physical Presence: Non-U.S. residents can open a business without moving to the U.S. by appointing a local director and agent. U.S. businesses can be fully owned by foreign nationals.
   • State-Specific Rules: States like Delaware, Nevada, and Wyoming offer tax-friendly environments and are popular for non-resident business incorporations.
   • Key Updates for 2025: There may be an emphasis on more relaxed rules for foreign investments as the Trump administration aims to encourage business expansion. Expect initiatives to attract foreign capital and enhance tax incentives for foreign owners.
3. Start a Business by Immigrating to the U.S.:
   • E-2 Visa Program: Designed for entrepreneurs from treaty countries to start a business in the U.S. by investing a substantial amount of capital. The E-2 Visa will likely remain a top choice for foreign nationals looking to establish a business.
   • EB-5 Investor Visa Program: Investors can obtain permanent residency through substantial investment in U.S.-based businesses.
   • Business Focus under Trump’s Policies: Immigration policies may be adjusted, with a greater focus on attracting skilled foreign entrepreneurs, particularly those with capital to invest in U.S. businesses and job creation.

How to Incorporate a Company in the U.S. and Timelines

While the process of company incorporation remains relatively straightforward, the timeline and specific process may vary based on the state of incorporation and federal regulations, particularly with changes in government leadership.

1. Choose the Corporate Structure:
   • LLC (Limited Liability Company): Often the preferred structure for small businesses due to its flexible management and tax benefits.
   • Corporation (C-Corp or S-Corp): Preferred for larger businesses or those planning to issue stock. C-Corps are subject to double taxation, while S-Corps provide pass-through taxation.
   • Non-Profit Corporation: For organizations with charitable purposes, including specific tax exemptions.
2. Register with the State:
   • Businesses must file with the state where they will operate. Each state has different filing requirements, fees, and processing times.
   • Delaware continues to be the most popular state for incorporating businesses due to its business-friendly laws and tax structure.
   • New States’ Incentives: Under Trump’s influence, more states may introduce tax incentives to attract businesses, particularly those in tech or manufacturing.
3. Create Articles of Incorporation/Organization:
   • For LLCs or Corporations: Articles must specify the company’s name, business purpose, registered agent, directors or members, and the number of shares (if applicable).
   • State-Specific Forms: Most states offer online filing options, making the process quick, often completed within 1-2 weeks, with some states allowing same-day filing.
4. Get an Employer Identification Number (EIN):
   • Mandatory for All U.S. Businesses: The EIN is required for tax reporting, hiring employees, and opening a business bank account.
   • IRS Filing: You can apply online for an EIN, which is typically processed immediately.
5. Compliance and Ongoing Filings:
   • Federal and State Taxes: Once incorporated, businesses must comply with IRS regulations and state-level taxes, including sales tax, property tax, and income tax, if applicable.
   • Annual Reports: Many states require annual reports and fees to maintain the good standing of the company.
6. Timeframe for Incorporation:
   • State-Level Incorporation: In most states, the incorporation process can be completed in 1-2 weeks, but delays can occur depending on the state’s backlog.
   • Considerations for 2025: Depending on federal policies under Trump’s administration, there may be efforts to streamline and expedite business registration processes for foreign entities or those wishing to relocate or expand into the U.S.

Key Considerations for Business Founders in the U.S. Post-Trump Presidency

Deregulation: Businesses could see more deregulation in industries like finance, manufacturing, and energy, simplifying the compliance burden for new businesses.

Tax Reforms: There may be continued reductions in corporate tax rates, as the Trump administration previously pursued. These changes will benefit companies looking to reduce their tax burdens and increase investment opportunities.

Immigration Changes: Expect stronger emphasis on attracting skilled foreign entrepreneurs and investors, but with continued scrutiny over worker visas. Entrepreneurs may find new pathways to U.S. residency through business creation and investment.