US LLC While Living Abroad as a US Citizen: State and Address

Can a US citizen living abroad, or moving abroad, form a US LLC?

Yes. Wyoming, Delaware and most other states require a registered agent with a street address in that state, and the formation filings in Wyoming and Delaware do not ask where the owner lives (Wyoming articles of organization; W.S. 17-29-201; 6 Del. C. 18-201). Wyoming law also lets the LLC's principal office be outside the state (W.S. 17-29-102). No rule ties the LLC to the state you last lived in; the next section compares states.

The usual order:

1. Pick the state and a registered agent there.
2. File the articles (or certificate) of formation.
3. Get the EIN after the state approves the LLC; the IRS says to form the entity first (IRS).
4. Open the bank account.
5. Put the state's yearly report or tax and your own US return on the calendar.

Still in the US and about to move? While you run the business from a US home, you can apply for the EIN online; after you move, report the new address on Form 8822-B (IRS; IRS).

What makes a case not simple:

• Two countries. Your country of residence applies its own law to a US LLC and may tax it as a company. That country's rules need their own advice.
• The state you left. Moving abroad does not always end your old state's residency claim, and that claim taxes you, not the LLC.
• Self-employment tax and the foreign earned income exclusion (FEIE). The exclusion does not remove self-employment tax. An S corporation election changes how that tax applies and is hard to undo.
• A co-owner, especially a spouse who is not a US citizen, changes what the LLC files.
• Missed US returns from earlier years abroad.

What to gather: your last US state and the date you left; proof of residence abroad (lease, residence permit); your Social Security number; a short description of the business and where your clients are; the registered agent's name and address; and any registration with your new country's social security system.

Which state for a US expat LLC: Wyoming, Delaware or the state you left?

With no US home and no US operations, compare states on their yearly fees and reports: the LLC's federal tax is the same in every state, because a single-member LLC's profit goes on your own return (IRS).

Every state's yearly charges are in LLC annual fees and reports by state. The registered agent's own fee is a private price and adds to each row. Whether the formation state also taxes the profit is answered for Wyoming, Delaware and New Mexico.

Your old state is a separate question. Where the LLC is formed does not decide where you are a tax resident. California, for example, treats someone domiciled there but away for a temporary purpose as a resident, and weighs ties such as where your bank accounts, investments and property are (FTB Publication 1031). Keeping the business's address, agent and bank in the state you left can give that state more ties to point to. See ending state residency when moving abroad.

If you live in the US, use which state to form in. If you are not a US citizen or resident, use the best state for a non-resident LLC.

Which address goes where for an expat LLC?

In Wyoming and Delaware, only the registered agent's address must be in the state. Your address abroad can be the LLC's IRS mailing address, and in Wyoming its principal office.

A registered agent must be someone allowed to serve in that state: in Wyoming, a Wyoming resident or a business authorized there (articles); in Texas, a Texas resident or an organization with an office at the registered address (Texas Secretary of State). Living abroad, you cannot serve as your own agent in these states. Changing agents later in Wyoming costs $5 (fees).

More on agents in registered agent; on what banks and the IRS accept, in US business address and bank account.

Can I get an EIN online while living abroad?

Usually not. The online application is for an entity whose principal place of business is in the US; if it is outside the US, apply by phone, fax or mail (IRS). The Form SS-4 instructions word the test as a US legal residence, principal place of business, or principal office or agency, and do not say whether a registered agent's office counts (SS-4 instructions). Line 6 asks for the entity's primary physical location, which for an LLC run from your home abroad is abroad.

Source: Form SS-4 instructions.

• Responsible party. Enter your name and Social Security number on lines 7a–7b; the responsible party must be a person, not a company.
• Entity type. A single-member LLC checks "Other" on line 9a and writes "disregarded entity." The instructions' "foreign-owned U.S. disregarded entity" wording is for an LLC owned by a foreign person, not you.
• Use one method. The IRS warns that applying more than one way can create a second EIN for the same LLC, and it issues one EIN per responsible party per day.

A single-member LLC with no employees and no excise tax does not need an EIN for its income tax, but may get one for a bank or a state (IRS). Which number to put on a Form W-9 is in EIN for a single-member LLC; a stuck application in EIN delayed, lost or not matching.

What does an LLC owned by a US citizen abroad file?

A single-member LLC files no income tax return of its own. Its business profit or loss goes on Schedule C with your Form 1040 (Schedule E if it only holds rental property), and business net earnings on Schedule SE (IRS). The state's yearly report or tax is the LLC's own.

A two-member LLC's Form 1065 is due March 15 for a calendar year (Form 1065 instructions). If the LLC keeps its books and records outside the US, it gets an automatic extension to June 15 by attaching a statement that it qualifies (Form 7004 instructions). Filed late, it owes $260 per partner for each month or part of a month, up to 12 months (amount: Rev. Proc. 2025-32; rule: Form 1065 instructions). The IRS presumes reasonable cause for a partnership of 10 partners or fewer who are individuals (not nonresident aliens), share every item in the same proportion, and each reported their share on a timely return (IRM 20.1.2.4.3.1); other relief is in late business return penalties.

A spouse who co-owns the LLC is generally a second member, but spouses who own it solely as community property under the law of a state, a foreign country or a US possession can choose to treat it as a single-member LLC; switching later is treated as a conversion (Rev. Proc. 2002-69; SS-4 instructions, line 8b). If the spouse is not a US citizen or resident, see LLC with a spouse living abroad.

Your own Form 1040 rules abroad, including due dates, are in filing while living abroad. If the LLC has a bank or payment account outside the US, see FBAR for company accounts abroad.

Does self-employment tax still apply to my LLC when I live abroad?

Yes, in most cases. A self-employed US citizen abroad pays self-employment tax under the same rules as at home once net earnings reach $400 (Publication 54). The foreign earned income exclusion, up to $132,900, can reduce income tax on the profit but not self-employment tax (IRS).

The exception is a totalization agreement: a self-employed person generally pays into only the system of the country where they live, and a statement from that country's agency, attached to Form 1040, replaces Schedule SE (Schedule SE instructions). Agreement countries include Canada, Japan, South Korea, Australia and much of Europe; China, Mexico and Singapore are among the many without one. Which countries, and how to get the statement, are in self-employment tax abroad and totalization; whether an S corporation changes the result is in LLC or S corporation while living abroad.

What changes if I move again, move back, or move to another state?

The LLC can stay in its formation state. Tell the IRS on Form 8822-B when its mailing address or business location changes, and within 60 days when its responsible party changes (IRS). Update the principal office and mailing address with the state too.

If you move back and run the business from a US state, the LLC may have to register there as an out-of-state LLC and pay that state's charges; see registering in another state. The foreign earned income exclusion covers only income earned while you meet its tests; see FEIE tests and the first year.

Does my LLC have to file a BOI report?

No, under FinCEN's current rule. FinCEN's final rule exempts US companies from beneficial ownership information (BOI) reporting; only companies formed abroad and registered to do business in a state still report, and they do not report US persons (FinCEN). Who still files is in BOI report: who still files.

Example

These scenarios are illustrative, in US dollars.

A designer in Lisbon with a Wyoming LLC

A US citizen left California and now lives in Lisbon with no US home. She forms a Wyoming LLC with a Wyoming registered agent and lists her Lisbon office as the principal office and IRS mailing address. The online EIN application turns her away, so she calls the international line and gets the EIN on the call. Her LLC nets US$60,000. It goes on her Schedule C. Run from Lisbon with its own books, it may also be a foreign branch that needs Form 8858. If she meets the exclusion's tests and claims it, the exclusion can remove income tax on it, but not self-employment tax of about US$8,478 (US$60,000 × 92.35% × 15.3%), unless Portugal's social security agency confirms coverage there, since Portugal has an agreement with the US. Each year by the first day of the month the LLC was formed, she files Wyoming's report and pays at least $60.

A consultant in Singapore with a Texas LLC

A US citizen in Singapore has a parent in Texas who agrees to be her registered agent at home. Her LLC is a Texas LLC, so Texas expects a franchise tax filing each May 15; at or below the no-tax-due threshold, that is an information report with no tax (Texas Comptroller). Singapore has no agreement with the US, so she pays US self-employment tax on her net earnings. Whether any state still treats her as a resident turns on her own ties, not on where the LLC is.

Two friends abroad with a Delaware LLC

Two US citizens, one in Berlin and one in Tokyo, form a Delaware LLC and split profit equally. The LLC files Form 1065 and gives each a Schedule K-1; each reports a US$40,000 share on their own return. With receipts of US$90,000 and few assets, it can skip Schedules K-2 and K-3 if it files on time, tells both partners a K-3 comes only on request, and neither asks. Delaware's $400 annual tax is due each June 1. If they file this tax year's Form 1065 three months after its due date (June 15 if they keep the books abroad), the penalty before any relief is 2 partners × 3 months × US$260 = US$1,560, which the small-partnership presumption can remove if each reported their share on time. Filing late also loses the K-2 and K-3 exception.

Different for you?

• You are weighing an S corporation, or the exclusion against self-employment tax: see LLC or S corporation while living abroad and S corporation from day one, and get cross-border tax help before you elect.
• Your new country may tax the LLC as a company, or you pay social security there too: the two systems need to be lined up; book cross-border tax help.
• Your old state may still treat you as a resident: see ending state residency when moving abroad and get cross-border tax help.
• Your business abroad may be a foreign branch, or your two-member LLC earns income abroad: see information forms for a foreign company and get cross-border tax help before the return is due.
• You are behind on US returns from your years abroad: see the Streamlined Foreign Offshore Procedures and cross-border tax help.
• You live in Canada: see Americans living in Canada.
• You are not a US citizen or resident: see the best state for a non-resident LLC.
• You still have a US home: see which state to form in.
• You just formed the LLC: see after you form your company.