How to Open a Company in the USA for a Ukrainian Citizen: LLC, C-Corp, Taxes, EIN, Bank (2026)

The author of the article: Denis Korablyov

Modified date: 17 February 2026

Today, having your own company in the USA is not just a “status feature,” but a strategic necessity for Ukrainian businesses aiming to scale. If you plan to work with Amazon FBA, sell services through Stripe, launch TikTok Shop, or receive payments from Google AdSense, LLC registration (Limited Liability Company) is the best solution.

For a Ukrainian entrepreneur, an American LLC opens doors that are usually closed to Ukrainian sole proprietors (FOP). You get the opportunity to connect Stripe and PayPal without the risk of account freezes, allowing you to accept payments from clients worldwide in one click. An American company inspires significantly more trust among Western partners, investors, and banks. With the right structure, you can legally pay 0% taxes in the USA if you do not conduct business directly within the country.

What Is an S-Corp in the USA and Why a Ukrainian Cannot Open One

S-Corporation is not a separate legal entity, but a special tax status elected by a corporation (or LLC) by filing IRS Form 2553. The name comes from Subchapter S of the Internal Revenue Code. The main advantage of an S-Corp is pass-through taxation, similar to an LLC: the company’s profit is not taxed at the corporate level but is “passed through” to shareholders and reported in their personal tax returns. This allows owners to avoid the double taxation typical of a C-Corp while maintaining a corporate structure with shares and a board of directors.

For Ukrainians, an S-Corp is a closed structure – and it is important to understand this immediately to avoid wasting time studying this option. The IRS strictly requires that all S-Corp shareholders be U.S. citizens or lawful permanent residents (green card holders). The number of shareholders is limited to 100, and only one class of shares is allowed. If even one shareholder is a foreign non-resident – the S-Corp status is automatically revoked, the company reverts to C-Corp status, and the IRS may impose penalties for incorrect reporting. If an online service or legal firm offers to open an S-Corp for you as a non-resident – this is either incompetence or fraud. The correct answer for a Ukrainian entrepreneur is always the same: LLC or, in exceptional cases, C-Corp.

What Is a Corporation (Inc.) in the USA and How It Differs from an LLC

Corporation is the oldest and most formal legal business structure in the USA. Unlike an LLC, where owners are called “members,” a corporation is divided into shares and has a clear three-tier management structure: shareholders – board of directors – officers. Legally, a corporation is a fully independent entity that exists separately from its owners, can enter into contracts, obtain loans, file lawsuits, and be sued. That is why the corporate form is mandatory for companies planning to attract venture financing, go public (IPO), or sell shares to investors through SAFE agreements. Google, Amazon, and Apple – all are registered as corporations.

The registration document of a corporation is called the Articles of Incorporation (or Certificate of Incorporation), and its internal governing document is the Bylaws. Unlike an LLC, which may operate with a single Operating Agreement, a corporation is required to hold regular shareholder and board meetings, keep minutes, and comply with corporate formalities. If these requirements are ignored, a court may “pierce the corporate veil” and hold owners personally liable – a procedure known as piercing the corporate veil. For a Ukrainian entrepreneur managing a business remotely, an LLC is almost always a more practical choice precisely because these mandatory formalities do not apply.

LLC, C-Corp, S-Corp, Corporation: What’s the Difference and What Is Available to a Ukrainian – Full Comparison

Below is a comparison table for those who want to understand the differences between all business structures in the USA and, most importantly, what a Ukrainian can realistically open without U.S. citizenship or a green card in 2025–2026.

LLC Taxation for Non-Residents: When 0% Is Legal

This is the main question that concerns our clients. An LLC is a “pass-through” structure. This means that the company itself does not pay federal income tax.

For you, as a Ukrainian living outside the United States and without physical offices or employees there (ETBUS – Engaged in Trade or Business in the U.S.), there is no obligation to pay income tax in the U.S. You pay taxes only in your country of residence (Ukraine) in accordance with local legislation.

This structure allows you to accumulate capital in U.S. accounts, invest in business development, and remain understandable to international banks, while maintaining transparency before the Ukrainian tax authorities.

Important: if you hire at least one employee who is physically located in the U.S., or rent your own warehouse there (not Amazon FBA), you automatically become ETBUS and lose the right to 0% taxation.

What the LLC Registration Process Looks Like: Step-by-Step Guide 

The registration process in states such as Wyoming or Florida usually takes only a few business days. In Delaware or Texas, it may take up to several weeks. Here is what the path looks like that we go through together with our clients:

Step 1: Choosing a name It must be a unique name that ends with “LLC” or “L.L.C.”. We check the name in the state database to ensure it is available.

Step 2: Determining the management type You must choose one of two options:

Step 3: Filling in owner information For registration, your full name and personal address are required.

Important nuance: we indicate the registered agent’s address as the official address of the company members. Thanks to this, your real details (for example, your Ukrainian address) do not appear in the state’s public registries, ensuring maximum confidentiality.

Step 4: Filing the Articles of Organization This is the main formation document submitted to the Secretary of State. After its approval, your LLC is officially considered established.

Tip: When registering independently on aggregator websites, you will often be offered a “Business Identity Package” (domain, email, phone). For non-residents, this is usually an unnecessary expense – we recommend declining these trial periods to avoid hidden fees in the future.

How to Obtain an EIN for an LLC as a Non-Resident Without an SSN

EIN (Employer Identification Number) – is a nine-digit number, similar to our taxpayer identification number for a business. Without it, you will not be able to open a bank account, hire employees, or register on Amazon and Stripe.

Why is it complicated for foreigners? U.S. citizens obtain an EIN online in 15 minutes. Non-residents (without a Social Security Number, SSN) are required to go through a paper-based procedure:

1. Completing Form SS-4.
2. Sending the application by fax or mail to the IRS (Internal Revenue Service).
3. Waiting for a response, which in 2026 may take from 4 to 11 weeks.

How to speed up the process? Many companies simply send the form by mail and make you wait for months. However, there is a secret: if you call the IRS (Internal Revenue Service) directly and complete voice identification, you can receive your EIN much faster.

We specialize in supporting Ukrainian entrepreneurs in the U.S. market. We handle communication with the U.S. tax authorities so that you receive your EIN as quickly as possible, bypassing standard queues.

LLC Reporting in the U.S.: FinCEN, IRS and Fines up to $25,000

Opening a company is only the beginning. To keep it legal (“in good standing”), you must comply with annual U.S. requirements.

The Corporate Transparency Act (CTA) Since 2024, every new LLC is required to register with FinCEN (Financial Crimes Enforcement Network). This is an informational filing where you disclose the ultimate beneficial owner (BOI reporting). This is not about taxes, but about security – the U.S. wants to know who stands behind the company.

Annual LLC Reporting to the IRS for Non-Residents

Even if you have 0% tax, you are required to file informational forms:

Form 5472 and Pro Forma 1120: filed annually (usually by April 15).

The penalty for non-filing or late filing – from $25,000. 

This is not a joke, the IRS treats foreign-owned reporting very strictly.

There is also reporting to the BEA (Bureau of Economic Analysis) – Form BEA-13. We recommend our clients file it once (an exemption claim) to avoid annual routine in the future. In addition, do not forget about the state Annual Report and the state fee payment (for example, $60 in Wyoming).

If you open an LLC in the U.S., be sure to consider CFC rules – otherwise even “0% tax” may result in fines up to UAH 3 million. You are required to notify the Ukrainian tax authorities within 60 days of opening the company. Read more in a separate article about CFC.

How to Open a Bank Account for an LLC in the U.S. as a Non-Resident

After receiving your documents and EIN, you can open a bank account.

Obtaining an EIN number is only half the job. To open a bank account, you will need an official letter from the tax authorities – CP 575 or 147C. Many services simply “send the number,” but without a scan of this document, your bank account will not be activated.

For non-residents, fintech solutions (neobanks) currently work best, as they allow remote account opening:

Mercury

A favorite for startups and online commerce

Relay

Perfectly suited for small businesses.

Airwallex

A powerful tool for international payments.

These banks integrate perfectly with Amazon, Shopify, Stripe and Google AdSense, allowing you to freely manage your profits.

How Much It Costs to Open and Maintain an LLC in the U.S.

One of the first questions our clients ask: “How much does it actually cost?” The answer depends on the state, whether you act independently or with a lawyer, and the range of services. Below is a full breakdown of all real expenses without “fine print.” The key principle: in the first year you incur one-time registration costs, and from the second year you pay only to maintain the company’s “active” status.

Cost Table: First Year

Cost Table: Annual Maintenance (from Year 2)

Pay attention to Delaware: its $300 annual Franchise Tax is fixed, but minimal. Large Delaware companies pay significantly more depending on the number of shares and asset value. Therefore, for a small online business without investors, Wyoming is financially more advantageous in most cases.

Hidden costs that are rarely discussed.

• First – the cost of time: self-registration as a non-resident and obtaining an EIN via fax to the IRS takes from 4 to 11 weeks and requires knowledge of procedures.
• Second – risk of mistakes: an incorrectly indicated management type or failure to obtain CP 575 (official IRS letter confirming EIN) will result in bank refusal and the need to re-register.
• Third – a $25,000 penalty for failing to file Form 5472, which is mandatory even with zero profit.
• Fourth – missed Annual Report: if you fail to pay $60 in Wyoming on time, the state may administratively dissolve your LLC, and reinstatement will cost more than prevention. Consider not only nominal fees but also the cost of mistakes – it is always higher.

How to Transfer Funds from an LLC in the U.S. to Ukraine: Legal Ways to Withdraw Money

Receiving money into your LLC account is only half the task. The second part is transferring it to yourself legally. This is where confusion often arises: an LLC is a separate legal entity, so you cannot “just withdraw” money the same way you would from a personal card. There are three proper ways to withdraw funds from an LLC for a non-resident owner, and each has its own specifics from the perspective of U.S. and Ukrainian legislation.

Method 1: Owner’s Draw (distribution of profit to the member).

This is the simplest and most common mechanism for a single-member LLC. The owner simply transfers funds from the business account (Mercury, Relay, Airwallex) to a personal account – for example, Wise Personal or a Ukrainian bank account via SWIFT. No separate “approval” from the IRS is required for this. From the perspective of U.S. tax law, this transfer is not new taxable income at the LLC level – since the LLC is a “pass-through” structure. However, you are required to declare this amount in Ukraine: as an individual at a rate of 18% personal income tax or as a sole proprietor under your single tax rate (depending on how the Ukrainian tax authorities classify these funds).

Method 2: Transfer to a sole proprietor (FOP) account for services. 

Important: Mercury and the issue for Ukrainian residents. In August 2024, Mercury Bank closed accounts of a number of clients from “high-risk” jurisdictions, which included Ukraine, due to tightened KYC/AML requirements. As of 2025–2026, Mercury works with some Ukrainian LLC owners, but account approval is not guaranteed and is reviewed individually. If Mercury declines – the optimal sequence is: first Wise or Airwallex (approval within 24 hours), then Relay as an additional account with FDIC insurance up to $3 million.

About CRS and transparency for the Ukrainian Tax Service. From July 1, 2023, Ukraine joined the CRS (Common Reporting Standard) for the automatic exchange of financial information. The first actual data exchange took place on September 30, 2025 for the 2024 reporting year. This means: if your account is opened with Wise (through its “European” legal entities), Revolut, or Airwallex (registered in the EU), information about your balance and transactions may be automatically transmitted to the State Tax Service of Ukraine. The U.S. is not a CRS participant and does not exchange data automatically, but FATCA operates – the American equivalent, under which the IRS may provide information upon request from the Ukrainian tax authorities. The practical conclusion: any withdrawal of funds from an LLC to a personal account must be declared in Ukraine – not because “they will see it,” but because it is a legal obligation of a resident. A legal structure, the correct withdrawal channel, and timely declaration – this is the formula for calm international business without the risk of penalties.