You do not need to be an American citizen or live in the United States to form a company in Delaware, be it a corporation or an LLC. Delaware is the best state to incorporate a start-up company because it has laws which favor corporate governance. There is a clear and consistent legal system and the state tax laws favor companies that do not conduct business in the actual state. If you are a non-resident looking to expand into the United States market then Delaware is a great place to start.
If you form a corporation or LLC in Delaware you are not subject to income tax if you operate out of state. There is no business license required if you are not operating in the state. There is no inheritance tax placed on stock which is held by non-residents of Delaware. There is also no state sales tax for intangible personal property. Shares of stock which are owned by non-resident aliens are also exempt from state taxes. Delaware is also perfectly suited for a virtual or mobile company.
When you register a company, Delaware offers many choices based on your needs and your budget. In terms of filing, you can opt for standard filing, 24 hour filing, same day filing, or two and a half hour filing. The latter three options are meant for emergency situations only as standard filing takes less than one week.
If you are not a resident of the United States then you will need to hire an agent to act on your behalf in the state of Delaware. The fees are reasonable and you can often select between different packages some of which offer more assistance and automatic filings than others. The registered agent needs to have a physical Delaware address.
After you have found a registered agent you need to select your entity type. This means you must decide between a limited liability corporation, a corporation, and sole proprietorship, etc… Each entity type has its pros and cons. There are different laws and taxes for each and most new companies make their decision based on the method of taxation, the liability protection, and the complexity of the administration.
Once you decide on the entity type you need to check and see if the name you want for your company is available in the state of Delaware. After this, you should determine how much of your personal information you want to be public record. When you register and file a certificate of formation, the Secretary of State can contain the names and members of the company in public record, or you can file without names, also known as an anonymous certificate. Most people elect for the anonymous certificate, but if you do so, you will need to obtain a private document which names the members of the company for use entering into contacts or opening bank accounts.
Once this is done you will need to pay the appropriate filing fees based on your entity type and then submit your articles of incorporation. At this point you can get help with taxes and other fees through your registered agent. The final step is opening a bank account for your company. It is best to contact the bank you want to use ahead of time to determine what documentation they require before you place your order. For a list of banks providing bank accounts to startups, you can go here.