Here’s a short foreign entrepreneur's guide to incorporating a limited liability company. Registration of a foreign company can be carried out only with professional assistance. If you plan to register an LLC in the US or register a partnership (LLP) in the EU, then you may find the below tips useful to get well prepared for registration.
A careful approach to the below issues:
- Selection of top officials – director/manager of the company. Private LLCs can only operate with a single director. LLP is a form of business that offers the combined features of ‘partnership’ and ‘company’ structures. Registration of LLP in the EU requires at least 2 appointed directors. The heads of the organization are responsible for doing business and its success in the future. Therefore, we advise you to approach the choice of leaders responsibly.
- Choice of shareholders. These are investors in the business who have the full right to receive certain information about the company. They can also vote on certain issues, receive dividends from their investments, and return investments (if necessary), but they do not have any additional obligations to the company. Shareholders may also be company directors. The company should be aware of the sources of their investments to avoid problems with the law. Therefore, a comprehensive check of potential participants at the stage when you start a company abroad is vital.
The advice in registering an LLC
If you want to register a company abroad, you need to have a legal office address where one can send official mail, etc. You may encounter a lot of people who will offer their own premises as a registered office address and charge a fee. Check the services they offer before using them.
Companies Register. Each LLC or LLP must keep a set of mandatory charters that can be reviewed at any time. These include the register of directors, addresses of resident directors, and participants.
Shareholders' agreement. When you register a foreign LLC in the USA or LLP with more than one shareholder – it is crucial to draw up a shareholders’ agreement. It is your choice whether to have an agreement with the other owners of your company. There is no law forcing you to make one. However, we recommend doing it and by preparing and signing such an agreement you will set out the responsibilities of the company's participants to avoid misunderstandings and disputes in the future. Please note that the agreement should set out things which the company should not do without first getting the approval of all the signatories.
Every business is different, there is no one-size-fits-all approach to establishing a company abroad.