How Indians Can Register a US LLC (Delaware, Wyoming, New Mexico) — 2026 Guide
Can an Indian resident open a US LLC? Yes, as ODI under LRS. 2026 guide: Wyoming vs Delaware fees, EIN without SSN, Form 5472, FEMA filings. From ₹11,699.
Yes, an Indian resident can open a US LLC from India without visiting the US: you file Articles of Organization with a US state, get an EIN from the IRS by fax, mail or phone (no SSN or ITIN needed), and report the money you send as Overseas Direct Investment (ODI) through your Indian bank under the Liberalised Remittance Scheme (LRS). The LLC then files Form 5472 with a pro forma Form 1120 in the US every year, and you disclose it in Schedule FA of your Indian return.
A US LLC is a popular structure for Indian founders building global SaaS, e-commerce, or services businesses. An LLC gives you limited liability in the US, access to US bank accounts, Stripe, US customers, and a credible global presence. In this guide, updated for October 2026, we cover the entire process for Indian residents — from choosing the state to FEMA compliance — and what changes if you are an NRI.
Quick answer, October 2026: State filing fee $100 (Wyoming) or $110 (Delaware) + registered agent + free EIN. FinCEN BOI reporting no longer applies to LLCs formed in the US (interim final rule, March 2025). Indian residents must report the ODI to their AD bank before or at the time of remitting, and file an Annual Performance Report by 31 December each year.
What is a US LLC?
A Limited Liability Company (LLC) is a US business structure that combines the limited liability of a corporation with the tax flexibility of a partnership. It is governed by state law (each US state has its own LLC act). Most Indians choose Delaware, Wyoming, or New Mexico for tax + privacy reasons.
Why Indians Register a US LLC
- Accept payments in USD via Stripe, PayPal, Square (Indian companies face restrictions)
- Sell on Amazon US, Shopify, Etsy (US LLC gets better trust + features)
- Build a global brand with US credibility
- Limited liability protection in the US
- Access to US banks (Mercury, Relay, Chase)
- Foreign investors prefer US LLC for cross-border investment
- Single-member LLCs are disregarded for US federal income tax by default, so the LLC itself pays no US corporate tax (the owner may still owe US tax on income effectively connected with a US trade or business, so check this with a US CPA)
Indian Resident vs NRI: What Changes
| Point | Indian resident (FEMA) | NRI |
|---|---|---|
| Can own a US LLC? | Yes, as ODI in an operating foreign entity | Yes, no Indian approval needed |
| Funding route | LRS through an AD bank, counted in the USD 2,50,000 yearly limit | Own foreign funds |
| Indian reporting on investment | Form FC and UIN through the AD bank before or at the time of remitting; APR by 31 December yearly | None under the ODI rules |
| Indian income-tax disclosure | Schedule FA and foreign income in the ITR | Schedule FA not required for a non-resident |
| US filings | EIN, Form 5472 + pro forma 1120, state annual report | Same |
Best States to Register
| State | Annual Fee | Franchise Tax | Privacy | Best For |
|---|---|---|---|---|
| Wyoming | $100 (formation) + $60 (annual) | None | Strong (no public owner info) | Most popular for non-US owners |
| Delaware | $110 (formation) + $300 (annual LLC tax) | $300/year | Moderate | If you plan to raise US VC or get sued |
| New Mexico | $50 (formation) + $0 (annual) | None | Strong | Cheapest to maintain |
| Nevada | $75 (formation) + $350 (annual) | None | Strong | Privacy + no state tax |
Step-by-Step Process
Step 1: Choose State + Registered Agent
Choose the state based on your needs. Wyoming is most popular for non-US owners (low cost + privacy). You also need a registered agent (a US-based entity that receives legal + tax notices on your behalf). Cost: $50-300/year.
Step 2: File Articles of Organization
File Articles of Organization with the state Secretary of State. Includes: LLC name, registered agent, principal address, organizer name, purpose. Filing fee: $50-500 depending on state.
Step 3: Get EIN (Employer Identification Number)
EIN is a 9-digit tax ID for the LLC. Issued by the IRS (free). A foreign owner without an SSN or ITIN cannot use the IRS online EIN application. Instead, file Form SS-4 by fax (304-707-9471 from outside the US), by mail to the IRS EIN International Operation in Cincinnati, or by phone on 267-941-1099 (not toll-free, 6 a.m. to 11 p.m. Eastern, Monday to Friday). On line 7b, write "Foreign" where the SSN/ITIN would go. The IRS advises applying 4 to 5 weeks before you need the number.
Step 4: Check BOI Reporting (Now Exempt for US-Formed LLCs)
Under FinCEN's interim final rule of 21 March 2025, all entities created in the United States, and their beneficial owners, are exempt from Beneficial Ownership Information (BOI) reporting. An LLC formed in Wyoming, Delaware or New Mexico therefore does not file a BOI report, even with Indian owners. Only foreign companies registered to do business in a US state still report. Many older guides still say every LLC must file, so check the current position on fincen.gov/boi before you pay anyone for it.
Step 5: Open US Bank Account
For non-US owners: Mercury, Relay, Wise Business. Documents: EIN, Articles of Organization, operating agreement, passport + address proof. Approval: 1-2 weeks.
Step 6: Set Up US Tax Filing
US LLCs owned by non-US persons are typically treated as "disregarded entities" (single-member) or partnerships (multi-member). A foreign-owned single-member LLC must file Form 5472 attached to a pro forma Form 1120 every year, even with no income, because contributions from and distributions to the owner are reportable. It cannot be e-filed: it goes to the IRS by fax (855-887-7737) or mail, marked "Foreign-owned U.S. DE", by the Form 1120 due date (15 April for a calendar-year LLC, extendable with Form 7004). The penalty for not filing is $25,000. A multi-member LLC is treated as a partnership by default and files a partnership return instead. Coordinate with a US CPA for state returns.
FEMA Compliance for Indians
When an Indian resident invests in a US LLC, the Foreign Exchange Management (Overseas Investment) Rules, 2022 and the RBI Overseas Investment Directions apply. An LLC counts as a foreign entity with limited liability, so your capital is Overseas Direct Investment (ODI):
- Funding comes under LRS: the remittance counts towards the USD 2,50,000 per financial year limit for each resident individual
- A resident individual can make ODI only in an operating foreign entity, not one engaged in financial services, and cannot hold control in a foreign entity that has or sets up its own subsidiary
- Before or at the time of the first remittance, submit Form FC with documents to your AD bank to get a Unique Identification Number (UIN) for the LLC
- Annual Performance Report (APR) through the AD bank by 31 December every year, certified by a chartered accountant where no statutory audit applies (holders of under 10% without control and with only equity are exempt)
- Late reporting can be regularised with a Late Submission Fee through the AD bank within three years; until then the bank will not process further remittances to the LLC
- Indian income-tax: as a resident you are taxed on worldwide income, and the LLC goes into Schedule FA of your ITR
- Transfer pricing: if the LLC deals with your Indian company or LLP, those transactions need arm's-length pricing and documentation
Caution: Many Indians register a US LLC and send money from a personal account without reporting it as ODI. Banks then refuse later remittances until the delay is regularised, and failure to report can lead to penal action under FEMA, 1999. Get the UIN first, then fund the LLC, then file the APR every December and Schedule FA every July.
Annual Compliance Calendar (Indian Resident Owner)
| Filing | Where | When |
|---|---|---|
| Form 5472 + pro forma Form 1120 | IRS (fax or mail) | 15 April (calendar-year LLC); extension with Form 7004 |
| State annual report / tax | Wyoming: annual report, minimum $60 licence tax; Delaware: $300 annual LLC tax | Varies by state |
| Registered agent renewal | US agent | Yearly |
| Annual Performance Report (APR) | AD bank (India) | 31 December |
| ITR with Schedule FA | Income Tax Department (India) | Your ITR due date (31 July for most individuals without business income) |
Worked Example: Wyoming LLC for a Kolkata Freelancer
A resident designer in Kolkata forms a single-member Wyoming LLC to bill US clients through Stripe. She pays the $100 state fee and a registered agent, and gets an EIN by calling the IRS international line. Before she sends USD 2,000 as initial capital, her AD bank files Form FC and issues a UIN; the USD 2,000 counts against her LRS limit for the year. In April she faxes Form 5472 and the pro forma 1120 showing the USD 2,000 contribution and any distributions. By 31 December her CA certifies the APR, and her ITR for the year reports the LLC in Schedule FA. Missing any one of these is the usual reason banks freeze later remittances.
Common Mistakes to Avoid
- Funding the LLC from a personal account without reporting it as ODI through the AD bank
- Skipping Form 5472 because the LLC had no income (the $25,000 penalty still applies)
- Paying for a BOI filing that a US-formed LLC no longer needs
- Applying for an EIN on the IRS website without an SSN or ITIN (it will not go through; use fax, mail or phone)
- Leaving the LLC out of Schedule FA in the Indian return
- Setting up a structure where the US LLC owns an Indian company without checking the ODI restrictions first
Related reading: our FEMA compliance guide for NRIs explains LRS and ODI reporting in more detail, and if you plan to raise funds through an Indian entity, compare structures in LLP registration. For US bookkeeping and Form 5472 support after formation, see US accounting.
Cost Breakdown
| Item | Cost |
|---|---|
| State filing fee | $50-500 (Wyoming $100) |
| Registered agent (1 year) | $50-300 |
| EIN filing | Free |
| BOI report | Not required for a US-formed LLC (FinCEN interim final rule, March 2025) |
| US bank account | Free (Mercury, Relay) |
| Our service fee | From ₹11,699 + state and agent fees at actuals |
| Indian ODI reporting (Form FC, UIN) | Through your AD bank; bank charges vary |
| US annual maintenance (state + agent) | $150-400 |
| US tax filing (Form 5472 + state) | $500-1,500/year |
| Indian ITR filing (Schedule FA) | Quoted on scope |
Frequently Asked Questions
Q: Can an Indian resident open a US LLC?
A: Yes. A resident individual can own a US LLC as Overseas Direct Investment, provided the LLC is an operating business and not in financial services. You fund it under LRS (up to USD 2,50,000 a financial year), get a UIN through your AD bank by filing Form FC before or when you remit, and file an Annual Performance Report by 31 December every year.
Q: How do I get an EIN for a US LLC without an SSN or ITIN?
A: File Form SS-4 with the IRS by fax (304-707-9471 from outside the US), by mail to the EIN International Operation in Cincinnati, or by calling 267-941-1099 on weekdays. The online EIN application is not available to owners without an SSN or ITIN. Enter "Foreign" on line 7b and allow 4 to 5 weeks for fax or mail.
Q: Does a US LLC owned by an Indian need to file a BOI report?
A: No, not if it was formed in a US state. FinCEN's interim final rule of March 2025 exempted all entities created in the United States from BOI reporting. Only companies formed outside the US and registered to do business in a state still report, so a Wyoming or Delaware LLC owned by an Indian does not file.
Q: Is Form 5472 required if my LLC had no income?
A: Yes. A foreign-owned single-member LLC files Form 5472 with a pro forma Form 1120 every year, because money you put in or take out counts as a reportable transaction. It is filed by fax or mail, not online, by 15 April for a calendar year. The penalty for missing it is $25,000 per form.
Q: Wyoming or Delaware LLC: which is better for non-residents?
A: For a small trading or services LLC, Wyoming is usually cheaper: $100 to form and a minimum $60 annual licence tax, against Delaware's $110 formation fee and $300 annual LLC tax. Delaware is preferred if you expect US venture investors or want its courts, though most venture funds invest in a C corporation rather than an LLC.
Q: What is the cheapest state for US LLC?
A: New Mexico ($50 filing, $0 annual) or Wyoming ($100 filing, $60 annual). Both offer strong privacy + no state income tax.
Q: Do I need a US address to register an LLC?
A: No. You can use a registered agent's address. The LLC's principal office can be in India (your home address).
Q: Do I need to visit the US to register an LLC?
A: No. State filing, the EIN application and most US bank onboarding are done remotely. Some banks ask for a video verification of the owner, but no visit to the US is needed to form or run the LLC.
Q: How is US LLC taxed in India?
A: An Indian resident is taxed on worldwide income, so income from the LLC that reaches you is taxable in India, with credit for any US tax paid under the India-US tax treaty where it applies. The LLC must also be disclosed in Schedule FA. Get the Indian treatment checked by a CA, because India and the US may classify the LLC differently.
Q: How much does it cost to register a US LLC from India?
A: In Wyoming, the first year is about $100 in state fees plus $50 to $300 for a registered agent; the EIN is free. After that, budget for the minimum $60 annual licence tax, the agent and preparing Form 5472. Our fee to form the LLC, obtain the EIN and coordinate the ODI reporting with your AD bank starts at ₹11,699, with US state and agent fees paid at actuals.
Q: What happens if I do not report my US LLC investment as ODI?
A: Your AD bank will not process further remittances to the LLC until the delay is regularised. Reporting delays can be regularised by paying a Late Submission Fee through the bank, but only within three years of the original due date (RBI, A.P. (DIR Series) Circular No. 16 of 2022). After that window the Late Submission Fee route is no longer available and the contravention can attract action under FEMA, 1999, so report before or at the first remittance.
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