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C corporation or LLC if you live outside the U.S.?

How each is taxed and filed for a foreign owner, and when a corporation is the better fit.

By the Zovud compliance team · Updated

Short answer

A C corporation pays a flat 21% federal tax on its profit and is the structure U.S. investors expect. A single-member LLC owned by a foreign person is a disregarded entity, but it still files a pro forma Form 1120 with Form 5472 each year. Founders who plan to raise money, issue shares or grant stock options usually choose a C corporation.

Side by side

C corporationSingle-member LLC (foreign owner)
Federal income taxThe company pays 21% on its profit.Not taxed at the company level. U.S. tax depends on whether the owner has U.S.-source business income.
Yearly federal filingForm 1120, plus Form 5472 if 25% or more foreign-owned with reportable transactions.Pro forma Form 1120 with Form 5472.
Shares and stock optionsYes. Common and preferred shares, option plans.No shares. Membership interests only.
InvestorsThe standard for venture capital, usually in Delaware.Most venture funds do not invest in LLCs.

When a corporation fits

Choose a C corporation if you plan to raise money, add co-founders with shares, grant stock options, or keep profit in the company to grow. One-person AI businesses that plan to scale often start this way.

When to ask first

Tax results depend on your country and your income. Ask a tax professional in your country about tax on money you take out of the company. We explain the U.S. side on a free call.

Sources

This guide is general information, not legal or tax advice, and rules change. Confirm figures with the state or IRS, or ask us on a free call.

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