How To Register And Start A Company In The USA From Peru? (2024) LLC & C-Corp

In This Article

Book Your 30 Minute Free Consultation.

Get Free & Instant advice on registering your business in Delaware & the USA.

Starting the process of registering and launching a company in the USA from Peru can feel like a complex puzzle. We understand the challenges you face and are here to provide guidance.

This guide is your roadmap, curated for Peruvian entrepreneurs seeking to understand the ins and outs of registering and establishing a company in the USA from Peru. Together, we’ll navigate the legal, financial, and operational elements, clearing the path toward your entrepreneurial success.

Register and Start your business in the USA

Step 1: Choose between LLC and C-Corp

When individuals or businesses from Peru are considering the registration of a company in the U.S., the choice between an LLC (Limited Liability Company) and a C-Corp (C-Corporation) becomes a fundamental decision. Each of these entity types offers its own set of features, benefits, and drawbacks, making them appropriate for various business situations and objectives.

Register LLC in the USA from Peru:

1. Taxation: Foreign-owned LLCs in the U.S. typically don’t qualify for pass-through taxation. A more effective method is to register the LLC for corporate taxation, and then levy management fees (personally, from your business in Peru, or from a lower tax jurisdiction) to offset profits, thereby reducing U.S. tax responsibilities.
2. Ownership: U.S. LLCs impose no restrictions on ownership. Members can be non-U.S. citizens, non-resident aliens, or companies, both domestic and international, offering a flexible structure for entrepreneurs.
3. Management: LLCs in the U.S. offer a malleable management structure, allowing owners to tailor their roles and business operations without stringent formalities. With a design that accommodates both Sole Proprietorships and Partnerships, LLCs provide a simplified yet effective management and ownership model.
4. Compliance: LLCs generally have fewer compliance obligations and formalities, potentially reducing legal and accounting expenses. This can be particularly beneficial for smaller businesses that may lack the resources for detailed record-keeping and regular reporting.

Register C-Corp in the USA from Peru:

While LLCs have their own set of advantages, there are instances where a C-Corp may be a better option:

1. Raising Capital: For businesses focused on attracting venture capital or aiming for a public offering in the future, C-Corps are typically the favored option by investors. They allow for the issuance of different stock types, which can appeal to investors looking for equity shares.
2. Desire for Structure: Some businesses may lean towards the formal structure of a C-Corp, which includes a board of directors and designated officer roles. This formal structure enhances credibility and sets up a clear hierarchy in bigger organizations.
3. Employee Benefits: C-Corps are beneficial for businesses planning to offer various benefits to a substantial workforce. They’re structured to efficiently manage such benefits, making them ideal for companies that wish to attract and retain highly skilled employees, including:

– Stock Options: C-Corps can provide employees the chance to purchase company stock at a predetermined rate, making them stakeholders in the company’s success.
– Tax Advantages: C-Corps enjoy certain tax benefits with employee benefits, such as deducting the cost of these benefits, which can be economically beneficial for both the company and its employees.

Overall, while LLCs might suit entrepreneurs from Peru for their taxation, ownership, and compliance features, C-Corps are advantageous for capital raising and organized growth. The choice between an LLC and a C-Corp in the U.S. involves thorough contemplation.

Step 2: Pick a Name and a Corporate Ending

Steps to Choosing an Appropriate Business Name:

1. Choose a unique business name: Your business name must be unique within the state of incorporation. Check its availability on the respective state’s Secretary of State website.
2. Check for name availability: Ensure your registered agent, who must be located in the state of incorporation, verifies the name’s availability.
3. Consider the type of business entity: The business entity type, such as C-Corporation, LLC, or S-Corporation, has implications on your business name. For example, certain entities like S-Corporations have ownership restrictions impacting name choices.
4. Comply with state regulations: Comply with the specific business name regulations of your incorporation state. This includes adherence to processes such as reservations, filings, and other state-mandated procedures.

Step 3: Select Your Registration State

Selecting an appropriate state for registering your business is essential, as it has significant implications for taxes, legal compliance, and business operations. Delaware is a prime option, celebrated for its supportive business ecosystem. Other states to consider include Wyoming and Nevada, each offering unique advantages for businesses.
DelawareFavorable Tax EnvironmentFranchise tax may lead to slightly higher costs for businesses
No state corporate income tax for out-of-state business
No State Sales Tax
Ease of Business Formation
Flexible Business Structures
WyomingNo corporate or personal income taxLess recognized compared to other states
Cheaper franchise taxes
NevadaNo state corporate income taxHigher annual reporting fees
Mandatory state tax return filing
Public listing of all officers and directors

Step 4: Choose A Registered Agent For Legal Compliance

The selection of a registered agent is a pivotal step for your U.S.-based business, as they are entrusted with receiving all legal and official business correspondences.

Key Aspects to Bear in Mind:

1. Physical Address: The agent should possess a real street address in your business’s registration state, not just a P.O. box.
2. Availability: They need to be accessible during usual business hours for document reception.
3. Compliance Expertise: Choose an agent who is an expert in your state’s specific business rules and regulations.
4. National Presence: For a business operating or planning to operate in various states, a registered agent with a nationwide service is beneficial.
5. Reputation: Opt for an agent with a strong reputation for reliability and efficiency.
6. Additional Services: Some agents might also offer support with business formation and necessary document submissions.
7. Fees: It’s important to understand the agent’s fee structure, ensuring it is flat and free from undisclosed charges.

Step 5: Provide details for the Owner, Director, and Manager (Who May Be A Single Individual)

You must provide the following:

– A passport
– Address

Step 6: Get A US Office (Virtual Or ExecutiveCenter)

A virtual office provides the benefit of registering your business with a premium address, without the costs associated with a physical office space.

When setting up a company in the USA from Peru, choosing a virtual office can be a strategic move. It offers a professional business address along with a range of other services.

Need Assistance Establishing Your Serviced Office?

Along with our registered agent services, we also provide options for serviced offices, tailored to meet the needs of all businesses.

Step 7: Get an EIN From the IRS

Obtaining a Federal Employer Identification Number is a fundamental step for legitimizing your business in the United States. Issued by the IRS, this nine-digit number is essential for tax purposes and various other business functions.

For acquiring an EIN for your company from outside the US, there are two main approaches:

1. Apply for an EIN: You can apply for an EIN from the IRS after your company is incorporated. This unique identifier is vital for tax-related and other business matters.
2. Use a Registered Agent: Some registered agents can help obtain an EIN as part of the company registration process. These agents are responsible for handling legal and official documents and can sometimes streamline the EIN application.

Following the acquisition of your EIN, the next essential step is registering your company with FinCEN BOI in compliance with the latest regulations.

Register the company and beneficial owners with FinCEN BOI

For company registration in the USA, complying with the Beneficial Ownership Information (BOI) reporting standards set by the Financial Crimes Enforcement Network (FinCEN) is essential. As per the Corporate Transparency Act, companies are required to report detailed information about their ultimate beneficial owners or those in control.

Key Steps for FinCEN BOI Compliance:

Reporting Deadlines and Requirements

– Businesses established or registered before January 1, 2024, are granted until January 1, 2025, to submit their initial BOI report.
– Companies already in existence are given a one-year timeframe for filing, whereas newly formed businesses are required to file within 90 days post-creation or registration.
– For each beneficial owner, companies must disclose four key details: their full name, date of birth, residential address, and passport number.

Reporting Process and Frequency

– It’s essential for companies to establish methods for gathering, submitting, and securely maintaining BOI data for submission to FinCEN.
– Remember, BOI reporting isn’t a yearly obligation. A single report suffices unless there’s a necessity to amend or rectify details.
– The acceptance of BOI reports by FinCEN commenced on January 1, 2024.

Compliance and Fraud Protection

– Stay alert for any fraudulent activities. Remember that FinCEN does not issue unsolicited requests. Avoid responding to any suspicious messages and do not click on links within such communications.

Step 8: Open a US Bank Account Remotely

Following the successful formation of your company, the subsequent key action is to establish a bank account in the US.

Documents needed for opening a US bank account:

Required documentsDescription
Director’s IdentificationValid photo ID, such as a passport and driver’s license, or tax card with a photo.
Director’s Address ProofProof of the director’s residential address, e.g., utility bills or bank statements.
Incorporation/Organization PapersArticles detailing the company’s structure, management, and membership.
EIN ConfirmationVerification letter issued by the Internal Revenue Service (IRS) for taxation purposes.
Business Location VerificationEvidence confirming that the business address is located in the United States.
Company DocumentsMay include the company’s certificate of incorporation, articles of organization, or other relevant documents.
With our connections to four US banks, we can expedite your account opening to within 5 days, significantly faster than the standard duration. For more details, please see our page or arrange a free consultation to discuss how we can assist you.

Step 9: Open A Merchant Account To Accept Credit Cards

When setting up a company in the USA from Peru, establishing a merchant account for credit card transactions is an important step. This type of account is essential for businesses as it facilitates the acceptance and processing of credit card payments.

Requirements for opening a Merchant Account:

– Submission of a detailed application, including necessary business information such as a – business license, evidence of a business bank account, and an EIN.
– Disclosure of both business and personal credit histories.
– Provision of the Certificate of Incorporation.
– Presentation of Articles or Memorandum of Association.
– Documentation of the Shareholder registry.

For business owners, personal information may also be requested, including:

– Your complete name.
– Your home address.
– Your ITIN (this is optional).

These requirements are in place as merchant account providers typically conduct a credit check during their underwriting process, although it’s worth noting that not all providers now require such checks.

Step 10: Transfer Profits Home Or To A Lower Tax Jurisdiction

If you’re setting up a company in the US from Peru, it’s crucial to grasp the rules about bringing back profits and shifting them to spots with less tax. Here’s what you should know:

Getting Your Money from Peru:

1. Peruvian Regulations: In Peru, there are no reported difficulties in obtaining foreign exchange, and individuals are guaranteed the freedom to hold and dispose of foreign currency under Article 64 of the 1993 Constitution.
2. Methods for Transferring Funds from Peru: To transfer funds from Peru, individuals and businesses have several options available. They can utilize traditional bank wire transfers, which involve sending money directly from one bank account to another. Alternatively, they can use online payment platforms or international money transfer services, such as PayPal or TransferWise.
3. Taxation: Recent amendments have been made to the law regulating the use of the Peruvian banking system. Legislative Decree 1529 reduces the threshold for routing payments through the Peruvian banking system from PEN 3,500 (USD 1,000) to PEN 2,000 (USD 500). This amendment aims to ensure that payments over the specified threshold are made through the Peruvian banking system, impacting the deductibility of expenses for corporate income tax purposes.

Transferring Profits to a Lower Tax Jurisdiction

1. Tax Implications Assessment: When shifting profits to a lower tax jurisdiction, it’s important to understand the tax implications both in the source country and the destination. Countries with 0% corporate tax rates like the Bahamas, Bermuda, and the Cayman Islands are popular choices for such offshore investments.
2. Insights into US Tax Policies: Comprehend the incentives provided by the US tax system for moving profits offshore to low-tax jurisdictions, keeping in mind the broader landscape of international tax laws and agreements.

Limitations and Regulations

1. Repatriation Limits: Individuals in Peru can typically send up to USD 50,000 or its equivalent in other currencies per year to the U.S. without needing to provide justification to the authorities.
2. Tax Implications: Generally, transferring personal funds between the two countries doesn’t incur taxes.

Setting Up Transfers

Payment Methods: Various payment methods are available for sending money from the U.S. to Peru, including bank wire transfers, online money transfer services, and international payment platforms.

Step 11: Get an ITIN from IRS for Banking and Credit (optional step)

An Individual Taxpayer Identification Number (ITIN), issued by the IRS, serves those who need a taxpayer ID in the U.S. but are not eligible for a Social Security number. When individuals from Peru are establishing a company in the U.S., getting an ITIN can assist in streamlining banking activities and in cultivating a credit history for both the individual and the business.

Nevertheless, it’s crucial to remember that having an ITIN is not a requirement for initiating a business in the U.S.

What are the Costs and Registration Fees for Incorporating a Company in the USA?

Selecting the right state for company incorporation in the USA depends on multiple factors like incorporation costs, the regulatory landscape, and the unique benefits available to businesses.

Let’s take a look at the various taxes levied by the top 5 states for incorporation:

StateCost to IncorporateAnnual Franchise Tax
New Mexico$50$0

Requirements to Register a Company in the USA for Peruvian Citizens

These first steps are crucial when you’re setting up a company in the United States and should be at the forefront of your planning process.

– It’s mandatory for directors to be at least 18 years old (or represented by a parent) and possess valid passports.

Frequently Asked Questions

Do I need to travel to the US for Company Registration?

There’s no need for physical travel to the US to register a company. The entire registration process can be handled online, eliminating the requirement for any business stakeholder to be present physically. All necessary documents can be scanned, self-attested, and submitted through an online portal.

What is a Certificate of Authentication and when is it required?

A Certificate of Authentication is an optional yet sometimes essential document for certain business undertakings, such as opening a bank account in Peru or verifying the existence of a US company. While it is not obligatory for registering a company in the USA from Peru, it may be required for specific business operations.

How can I obtain an Apostille for my US documents?

To get an Apostille, a type of authentication recognized by the Hague Convention, you have a few options. You can apply through your Registered Agent, the Secretary of State’s office, or other officials like U.S. federal court clerks or the U.S. Department of State Office of Authentications.

This step comes in handy if you’re looking to open a bank account in Peru or submit proof of your U.S. company.

What should I do to authenticate Peruvian documents for use in the United States?

To begin, ensure that your documents are translated into English by an accredited translator if they’re not already in English. Following this, have them notarized by a notary public.

The next step is to have your paperwork apostilled by the Peruvian Ministry of Foreign Affairs. Upon completion of these steps, your documents will be valid in the United States.

Is the Certificate of Authentication always necessary?

No, the Certificate of Authentication is not always necessary. It’s important to consider your specific business needs to determine if this step is essential for your circumstances.

Final Steps to U.S. Business Success for Peruvian Entrepreneurs

Registering and initiating a company in the USA from Peru is a multifaceted journey. In this 2024 guide, we provide a thorough outline that includes everything from choosing an appropriate business structure to setting up bank accounts.

Peruvian entrepreneurs can successfully traverse this route with strategic planning and the help of a reliable registered agent, who will assist with the legal aspects and the process of state registration.

We at Valis are ready to help. Contact us for a free, no-commitment consultation to discuss any questions you have about the information provided and to learn how you can get registered in just a few days.

Book Your 30 Minute Free Consultation.

Get Free & Instant advice on registering your business in Delaware & the USA.