Why Delaware Is the #1 Choice for Non-Resident Entrepreneurs Starting a Business in the U.S.

More and more founders across Europe are choosing Delaware to form their companies.

Why do European entrepreneurs open firms in Delaware? Simple. Delaware company registration makes building a United States business entity easier without the red tape that often slows things down back home.Delaware has long been known as the business capital of America. Over 60% of Fortune 500 companies are incorporated there, and more than a million others, from small teams to growing startups, have followed suit. The reason? Clear laws, fast processing from the Delaware Division, and a business environment that gives companies room to grow.Delaware company registration is often a welcome escape from complex EU regulations for European founders. You can establish a Limited Liability Company (LLC) without needing to live in the U.S. and use that company to access global customers, streamline operations, or raise investment.But company formation as a non-resident still comes with questions about registered agents, banking, tax obligations, and staying compliant.In this guide, we’ll explain why Delaware is so popular, the differences between an LLC and a Delaware corporation, how to register as a non-resident, and what you’ll need to maintain your new business long-term.

Delaware LLC vs. Corporation: What’s the Difference?

When starting a business entity in Delaware, one of your first decisions is forming a Limited Liability Company (LLC) or a Delaware corporation (Inc.). Both offer liability protection, are recognized internationally, and can be formed by non-U.S. residents. However, they serve different needs, especially regarding ownership, taxes, and long-term growth.An LLC is often simpler. It’s flexible, cost-effective, and great for solo founders or small teams. You don’t need to issue shares, hold annual meetings, or file detailed reports. You can also choose how you’re taxed — either as a pass-through entity (where profits are taxed only once, at the member level) or as a corporation.A Delaware corporation is ideal if you plan to raise venture capital or issue shares to investors. It has a more rigid structure (with directors, officers, and shareholders), and profits are typically taxed once at the corporate level and again when distributed as dividends (aka double taxation). But this structure is often worth it for startups looking to scale fast and attract investors.So, which should non-resident founders choose? Usually, an LLC. It’s easier to set up and manage from abroad, and it’s well-suited for running remote businesses, online services, or consulting operations. You’ll avoid unnecessary paperwork and stay nimble.That said, if you’re building the next VC-backed tech giant, a Delaware corporation might make more sense down the road. But a Limited Liability Company hits the sweet spot for most non-U.S. residents, particularly those escaping EU red tape.

What is a Delaware Registered Agent?

A registered agent is a required part of Delaware company registration, regardless of whether you're forming a Limited Liability Company or a Delaware corporation. By law, every business entity must list a registered agent with a physical address in Delaware (no P.O. boxes).This is a requirement from the Delaware Division, which governs all corporate filings. Your registered agent will receive legal notices, tax documents, and official mail from the state on your behalf.For non-resident founders, a reliable registered agent is a must-have to help keep your new business compliant and running smoothly from overseas.Who Can Serve as a Registered Agent?You can’t choose just anyone. The Delaware Division has strict rules:

Must be 18+
Must have a physical Delaware address (no P.O. boxes)
Must be available during business hours

You must hire a professional service if you’re not a Delaware resident. Most non-resident entrepreneurs do.These company formation services do more than just check the legal box. They help you stay on top of compliance, offer a mail forwarding service, and protect your privacy.

How to Register a Business in Delaware as a Non-U.S. Resident

Registering a business in Delaware as a non-U.S. resident is straightforward. And the best part is that U.S. citizenship or residency isn't required. You won’t need a U.S. Social Security Number (SSN), making it an ideal option for international entrepreneurs. Best of all, the entire process can be completed remotely, without travelling to the United States.Here’s a step-by-step breakdown of the process for registering your Delaware business as a non-U.S. resident:

Choose Your Business StructureDecide whether you want to form an LLC or a Corporation. As a non-U.S. resident, an LLC is usually the preferred option due to its flexibility and simpler tax structure.

Name Your BusinessWhen naming your Delaware business, ensure your name adheres to state guidelines. Here’s what you need to know:

Uniqueness: Your business name must be distinct and not too similar to any existing Delaware entity.
Include LLC or Inc.: Depending on whether you choose an LLC or a Corporation, your name must include “LLC” (for Limited Liability Companies) or “Inc.” (for Corporations). This clearly defines your business structure.
Avoid restricted words: Certain terms, such as “bank,” “insurance,” or “university,” are restricted and require special approval.
No government-like terms: Don’t use terms like "federal" or "state" unless you have express approval. This ensures your company name isn’t mistaken for a government entity.

An entity name reservation is optional, but it can be helpful if you want to secure your company name before formally filing your business formation documents. Here’s how it works:

Cost: The reservation process cost is $75.00, and keeps your name reserved for 120 days
When it makes sense: It’s helpful if you want to guarantee the availability of your name but aren’t ready to file immediately. It's not strictly necessary if you plan to form your business soon.

Hire a Registered AgentEvery Delaware business requires a Registered Agent with a physical address in Delaware. Since you’re a non-resident, you can’t act as your own agent.

File Your Formation DocumentsThis is the step that makes it official. Whether forming a Delaware LLC or Corporation, filing your formation document with the Delaware Division of Corporations legally creates your business. LLC vs. Corporation:

If you’re setting up an LLC, you’ll file a Certificate of Organization.
For a Corporation, it’s called a Certificate of Incorporation.

The documents typically include your business name, registered agent details, and sometimes, a business address or purpose. You can technically file by mail or online, but as a non-resident, using a trusted service saves time, avoids mistakes, and keeps everything compliant. Standard processing can take a few business days. If you’re in a rush, we can request expedited processing, sometimes within 24 hours.

Obtain an EINYour Delaware LLC must have an EIN (Employer Identification Number). The IRS issues it, and it works like a Social Security Number, but for your business. You’ll need it to open a U.S. business bank account, pay federal taxes, hire employees, and keep your company compliant.The good news? You don’t need a Social Security Number to get one. Non-residents can apply by completing IRS Form SS-4. Where the form asks for an SSN or ITIN, write “Foreign.”You can send the completed form to the IRS by fax (typically faster — 1 to 2 weeks) or by mail (which can take 4 to 6 weeks). It’s not the most intuitive form, especially if you’re new to U.S. systems.

File the Beneficial Ownership Information ReportStarting in 2024, United States corporate law requires most businesses to file a BOI Report under the Corporate Transparency Act. This rule applies to U.S. residents and non-residents.If your Delaware company has at least 25% ownership or substantial control by an individual, you must report that person's full name, date of birth, residential address, and a valid ID number (like a passport).If you're forming your company in 2024, you’ve got 90 days to file your BOI report. Starting in 2025, that window shrinks to 30 days. Miss the deadline? You could face civil penalties of up to $500 per day, plus possible criminal charges.

Open a U.S. Bank Account as a Non-ResidentA corporate account is a must for any business entity. Opening a U.S. bank account can be overwhelming for non-US resident founders. Some traditional banks still require in-person visits, which isn’t ideal if you run your business overseas.To get started, you’ll typically need:

An EIN
Your formation documents
A U.S. business address
A valid government-issued ID

Fortunately, digital-first, non-resident-friendly banks and fintechs are changing the game. These platforms allow you to open U.S. business accounts entirely online, often with no minimum deposit and low or no fees.

Pay U.S. Taxes as a Non-ResidentJust because you don’t live in the U.S. doesn’t mean you’re off the hook for U.S. tax obligations. The IRS still expects foreign-owned companies to file specific forms, so understanding what applies to you is key to avoiding penalties.If you form a single-member LLC, you must file Form 5472 and a pro forma Form 1120 each year. These forms disclose ownership and financial activity, even if you didn’t generate income in the U.S.If you form a C Corporation, the rules are a bit different. You’ll owe corporate income tax on profits and face a 30% withholding tax on dividends paid to foreign owners unless a tax treaty with your country reduces that rate.Additional forms may apply:

Form 1042/1042-S for withholding taxes
Form 1120 for corporations
Form 5472 for foreign-owned LLCs

It’s a lot, especially if you’re unfamiliar with U.S. tax law. Hiring a U.S.-based tax advisor who understands the nuances of foreign-owned businesses can keep you compliant.

Comply with Annual Filings and FeesOnce your Delaware business is up and running, there’s still a little maintenance required to stay compliant each year.

Delaware corporations must file an annual report and pay a franchise tax, typically due by March 1st
On the other hand, LLCs pay an annual franchise tax, due by June 1st, no report required
You’ll also need to pay your registered agent’s annual fee

One more thing: if any of your business details change, like your business activities, address, or ownership, you must update that info with the state to avoid falling out of good standing.Partnering with a provider who helps you stay on top of compliance means no nasty surprises, late fees, or administrative headaches. They can also help you track important deadlines and send you alerts so your business never skips a beat.

What Comes After Formation? Staying Compliant Without the Headaches

Starting a Delaware company is just the first move. The real challenge? Keeping it compliant from overseas.After you’ve filed your formation documents and hired a registered agent, there’s still plenty to think about if you're managing your business remotely. That’s where many non-resident business owners start to feel stuck. U.S. banking regulations can make it hard to open a business account without a Social Security Number or physical presence. And when you finally find a fintech or neobank that works with foreign companies? It still needs to integrate smoothly with your company structure and compliance needs.Same goes for tax and legal support. Most U.S.-based advisors don’t specialize in non-resident setups. They miss key details like how double taxation treaties apply or how to keep your filings clean without tripping U.S. residency rules.More founders are looking for platforms that do more than just help with incorporation. They want end-to-end guidance from formation to financial operations without the fragmented DIY approach. Solutions that connect banking, compliance, and expert advice in one place are quickly becoming the norm.Because staying compliant shouldn't mean wading through red tape every quarter. The right support makes it easier to focus on building your business, not fighting bureaucracy.

Start Your Delaware Company from Anywhere — with Zero Guesswork

Forming a U.S. company as a non-resident? It might seem complex, but with the right support, it's one of the fastest ways to launch globally.Why Delaware? Privacy. Speed. Strong legal protections. A global reputation that earns instant credibility.Partnering with a fintech like Narvi Payments means you don't have to navigate this alone. We provide guidance through the process of opening a corporate bank account and offer tools to manage your international payments efficiently.We've supported entrepreneurs from all over Europe while establishing their U.S. presence without setting foot in the United States.Thinking of starting your own company? Don't let paperwork slow you down. Connect with Narvi to streamline your setup and focus on scaling your business.

Published May 12, 2025Author

Eric Carriere is a fintech writer and entrepreneur with over a decade of experience in B2B and digital strategy. As a founder, Eric offers practical insights into solopreneurship and small business operations, helping businesses navigate the evolving fintech and SaaS landscape.

Disclaimer
This publication is provided for general information purposes and does not constitute legal, tax, or other professional advice from Narvi Payments Oy Ab or its affiliates, and it is not intended as a substitute for obtaining advice from a financial advisor or any other professional.