If you want to register a company in the US and open a business bank account, what documents do you actually need to prepare? Many Chinese clients get stuck right at the start, not knowing what to do first or what paperwork to bring. This article breaks down the document checklist and process by entity type (LLC / C-Corp / S-Corp election / partnership / sole proprietorship) and state of formation (Delaware / Wyoming / Nevada / Texas / California / New York), with an end-to-end flowchart attached.
Further reading: For entity selection and the tax-savings breakeven point, see the full Austin LLC vs S-Corp comparison; for converting an LLC to be taxed as a corporation, see the LLC-to-C-Corp conversion filing guide; for a comprehensive tax filing framework for Chinese taxpayers, see chinese-tax-filing-guide.
Make Two Decisions First, Then Prepare Your Documents
The real first step in registering a company isn't "fill out forms and submit documents" — it's two decisions that determine everything you'll need to prepare afterward:
- Choose your entity type: sole proprietorship, limited liability company (LLC), C-Corp, or an LLC that elects S-Corp status. This determines the type of formation documents, internal governance documents, and tax forms you'll need.
- Choose your state of formation: register in the state where you actually operate, or go with a "registration-friendly" state like Delaware or Wyoming. This determines the filing agency, registered agent requirements, annual maintenance obligations, and costs.
One important note: an LLC is a legal entity, not a tax classification. A single-member LLC is taxed by default as a sole proprietorship (pass-through, reported on Schedule C), while a multi-member LLC is taxed by default as a partnership (Form 1065) — either can affirmatively elect to be taxed as an S-Corp or C-Corp. For guidance on which entity to choose and at what net-income range an S-Corp election pays off, see the LLC vs S-Corp article linked above; this article focuses on what documents to prepare and what process to follow once you've made that decision.
The Universal Checklist: 6 Things Every Company Registration Needs
Regardless of entity type or state, the following 6 items form the "foundation" — get these in order first before worrying about the differences:
- Company name + 2–3 backup names: You'll need to search the Secretary of State's database first to confirm the name isn't taken. LLC names generally must include "LLC," and corporations must include "Inc." or "Corporation." It's also a good idea to do a preliminary federal trademark search to avoid infringement issues later.
- Registered Agent: An individual or professional agent service with a physical address in the state of formation, who can receive legal documents on the company's behalf. If you have an address in that state yourself, you can serve as your own registered agent; otherwise, use a commercial registered agent service.
- Company address (principal / mailing address): This can be an actual place of business or a commercial address; some states allow you to use your registered agent's address.
- Information on responsible parties and owners: Names, addresses, and identification for members/shareholders and managers/directors — US persons use an SSN; foreign nationals use a passport and, if needed, obtain an ITIN.
- EIN (Employer Identification Number): Apply to the IRS using Form SS-4 — this serves as the company's "tax ID." You'll need it to open a bank account, file taxes, and hire employees.
- Beneficial Ownership information: Who actually owns or controls the company — this is the core information required for FinCEN's BOI reporting (see the dedicated section near the end of this article; the rules have changed in recent years, so follow the current FinCEN regulations).
By Entity Type: What Extra Documents You'll Need
On top of the universal 6 items above, each entity type has its own additional documents:
| Entity Type | Core Formation Document | Internal Governance Document | Primary Tax Form |
|---|---|---|---|
| Sole Proprietorship | Generally no entity registration needed with the state (a DBA can be used) | None | Individual Form 1040 + Schedule C |
| Single-Member LLC | Articles of Organization | Operating Agreement (single-member version) | Default Schedule C (disregarded entity) |
| Multi-Member LLC | Articles of Organization | Operating Agreement (specifying contributions/distributions/exit terms) | Default Form 1065 + K-1 |
| C-Corp | Articles of Incorporation | Bylaws, initial board resolutions, stock issuance records (cap table) | Form 1120 |
| S-Corp (elected by an LLC/Corp) | LLC/Corp formation documents must already exist | Same as above + Form 2553 (subject to an election deadline) | Form 1120-S + K-1 + reasonable shareholder wages on W-2 |
| Partnership | State registration (in some states) | Partnership Agreement | Form 1065 + K-1 |
Nonresident owners or owners without an SSN should pay special attention: you can still own a US LLC or C-Corp, but you cannot apply for an EIN online (the online application requires the responsible party to have an SSN/ITIN) — you'll need to submit Form SS-4 by fax or mail instead. If the LLC is 100% foreign-owned and has business dealings with the US, it typically also triggers a Form 5472 filing obligation along with a pro forma Form 1120. For these structures, we recommend confirming your approach with us before registering.
By State: A Quick Comparison of Key Differences
Every state's filing agency is called the Secretary of State, but requirements, annual obligations, and costs vary widely. The table below is a directional comparison — please confirm the specific filing fee, franchise tax, and annual report fee with each state's Secretary of State for the current year, as these are adjusted annually:
| State | Who It Suits / Key Features | Annual Obligations to Watch |
|---|---|---|
| Delaware | The top choice for venture-backed startups and C-Corps; mature case law, well known to investors | Annual franchise tax + annual report; if you don't actually operate in Delaware, you'll still need to register as a foreign entity in the state where you do operate |
| Wyoming | Low cost, strong privacy — commonly chosen for small LLCs | Annual report + registered agent; no state income tax |
| Nevada | No state income tax, strong privacy protection | Annual business license + list filing; overall cost isn't necessarily low |
| Texas | For those actually operating in Texas; no state personal income tax | Franchise Tax (subject to an exemption threshold) + Public Information Report |
| California | For those actually operating in California | Annual minimum LLC franchise tax + an income-tiered LLC fee — relatively high overall cost |
| New York | For those actually operating in New York | LLCs are subject to a publication requirement + a biennial statement |
A common misconception: many people assume that registering in Delaware or Wyoming automatically saves on taxes. In reality, if you operate in your home state, you'll typically still need to register there as a foreign entity (foreign qualification) and pay local taxes — meaning you end up maintaining compliance and paying costs in two places. Unless you have specific fundraising, privacy, or legal considerations, registering in the state where you actually operate is usually the simplest approach.
The Full Registration Process (with Flowchart)
Putting the documents above into action, here's the end-to-end process:
- Decide on entity type + state of formation
- Search and verify the company name (Secretary of State database + preliminary trademark search)
- Designate a registered agent
- File formation documents (Articles of Organization for an LLC, Articles of Incorporation for a Corp)
- Apply for an EIN (Form SS-4)
- Draft internal governance documents (Operating Agreement for an LLC / Bylaws and initial resolutions for a Corp)
- If electing to be taxed as an S-Corp, file Form 2553 (note the election deadline)
- If applicable, file the BOI beneficial ownership report with FinCEN
- Open a business bank account
- Move into ongoing compliance: state annual reports / franchise tax + federal and state tax filings
The diagram below illustrates the end-to-end process:
Applying for an EIN: Whether You Have an SSN Determines Your Path
An EIN is a prerequisite for opening a bank account and filing taxes. Which application path you take depends on the identity of the responsible party:
- Responsible party has an SSN or ITIN: You can apply online through the IRS website and receive your EIN confirmation letter (CP 575) immediately.
- Responsible party is a foreign national without an SSN/ITIN: The online path isn't available — you'll need to complete Form SS-4 and submit it by fax or mail. Processing takes longer, so plan ahead before scheduling your bank account opening.
Once you receive your EIN, be sure to keep the EIN confirmation letter (EIN letter) safe — banks almost always require it when opening an account.
Opening a Business Bank Account: The KYC Documents You'll Need
Banks are subject to "Know Your Customer" (KYC) and anti-money-laundering rules, so opening a business account requires more documentation than a personal account. You'll typically need:
- EIN confirmation letter (the EIN letter / CP 575 issued by the IRS)
- Formation documents: Articles of Organization for an LLC / Articles of Incorporation for a Corp (the state-stamped version)
- Internal governance documents: Operating Agreement (LLC) or Bylaws + a resolution authorizing the account opening (Corp)
- Certificate of Good Standing / existence issued by the Secretary of State (required by some banks)
- Identification for signers and beneficial owners: passport + a secondary ID; foreign nationals may be asked to provide proof of address
- Beneficial ownership information: information on any natural person owning 25% or more of the company or exercising control over it (collected by banks under FinCEN's customer due diligence rules)
- Proof of business address and an initial deposit
A practical challenge for nonresidents opening an account: most large banks require the authorized signer to appear in person to sign — a purely remote process usually isn't an option. If you're not physically in the US, common approaches include making a short trip to the US to open the account at a branch, or choosing a fintech bank that supports remote/online account opening — though these have their own restrictions on eligible entity types and countries. Confirm the bank's specific requirements before your appointment so you don't show up with the wrong documents.
Don't Forget the BOI Beneficial Ownership Report (FinCEN)
Under the Corporate Transparency Act, certain companies are required to file a Beneficial Ownership Information (BOI) report with FinCEN, a bureau of the Treasury Department, disclosing who actually owns or controls the company. It's worth noting that this rule has undergone multiple legal changes and scope adjustments in recent years — who needs to report, when, and whether any exemptions apply may differ from what you've heard previously. Whether this applies to your company, along with the current reporting requirements and deadlines, should be confirmed against FinCEN's latest official guidance, or checked with us before or after registration, to avoid missing or misfiling a report.
YZ CPA Note
Registering a company may look like just filling out a few forms, but what truly affects your tax burden and compliance costs for years to come are the two decisions made at the very start — choosing the right entity type and the right state of formation. The document checklist will vary depending on whether you have US status, whether you have foreign shareholders, and which state you operate in; which EIN path you take, whether the bank accepts your identification, and whether you need to file a BOI report all depend on your specific situation. Rather than following a generic template you found online and preparing a stack of documents only to have them rejected, it's better to get a one-on-one assessment before you start: tell us about your business model, ownership status, and expected net income, and we'll help you plan your entity structure, state of formation, EIN, account opening, and tax filing obligations all at once. Clients local to Austin are welcome to visit in person, and clients elsewhere or nonresident clients can consult with us remotely.
For professional tax and company registration assistance, please visit our YZ CPA services page or contact us.