There are few restrictions for who (or what entity type) can own an SMLLC in the US, which is good news for foreign companies. Here’s what to know:
What’s an SMLLC?
SMLLC stands for single-member limited liability company. This means your business is owned by one member (aka owner). Though LLC ownership is governed by the statutes specific to your state’s LLC laws, most states allow individuals and individual entities to fulfill the role of “member” for an LLC.
Read more about SMLLCs on Northwest’s Single Member LLC page.
Can a non-US person or entity form SMLLC?
Yes, most states are flexible when it comes to LLC ownership. Even the IRS—which regulates LLCs financially at the federal level—stipulates that LLC members can be “individuals, corporations, other LLCs and foreign entities.” More specifically, an LLC or SMLLC may be owned by:
- US citizens / residents
- Non-US citizens / residents
- US foreigners
- US immigrants
- Other LLCs /corporations
- Trusts
- Pension plans
- IRAs (individual retirement accounts)
- Other legal entities
How can a non-US entity own an SMLLC?
For a non-US company to own a single-member LLC, the name of the non-US company would need to be listed as the sole member of the LLC within the LLC Articles of Organization.
Can a foreign company own an S-corp?
No. LLC ownership is restricted when it comes to S-corps. The IRS’s S Corporations page specifies that the following individuals and entities are prohibited from owning S-corps in the US:
- Non-US corporations
- Non-resident aliens
- Insurance companies
- Certain financial institutions
- Domestic international sales corporations