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Company formation in United States

Incorporation happens at state level, so the state you choose determines the filing authority, the public record and the annual obligations. Federal tax registration sits on top of the state filing.

Filing authority
State filing authority of the chosen state
Published entity types
C Corporation, Limited Liability Company (LLC)
Recurring obligations
3 tracked after formation

Entity options

Structures published for this jurisdiction

Each structure changes ownership mechanics, governance and what outside parties expect. The differences are stated in the structure rows, not implied.

Option 01

C Corporation

A share-capital corporation with a board, officers and transferable stock — the structure institutional investors normally require.

Start with this structure
Owners are called
Stockholders
Management
Board of directors appoints officers
Liability
Stockholders' liability is limited to their subscription
Constitutional document
Certificate of incorporation plus bylaws
Ownership record
Stock ledger with issued and reserved shares

Option 02

Limited Liability Company (LLC)

A member-managed or manager-managed company with liability separation and flexible internal governance, formed under the law of a single US state.

Start with this structure
Owners are called
Members
Management
Member-managed or manager-managed, set in the operating agreement
Liability
Members' liability is limited to their interest in the company
Constitutional document
Certificate of formation plus an operating agreement
Ownership record
Membership interests recorded in the company's own records

Fit

When United States is the right choice — and when it is not

Commonly the right fit

  • Selling into the US market with a US contracting entity
  • Raising from US investors who expect familiar corporate documents
  • Holding US subsidiaries, IP or real assets

Usually not the right fit

  • Founders who want a single filing with no annual state obligations
  • Structures whose sole purpose is to avoid tax residence — US federal reporting is extensive

Requirements

What is required to incorporate

Every requirement names who owns it and what evidence satisfies it. Open a row for the detail.

Full matrix

C Corporation

Identity evidence for every beneficial owner and directorYou provide this

Certified identity and address evidence for each individual who owns or controls the company, plus corporate documents where a shareholder is itself an entity.

  • Evidence: Passport or national identity document
  • Evidence: Proof of residential address
Confirmed ownership and control structureYou provide this

Founders, share allocations, authorised share capital, vesting arrangements and the initial board composition.

Available corporate name in the state of incorporationThe appointed provider handles this

Checked against the state register before filing.

Registered agent with a physical address in the stateThe appointed provider handles this

Required for service of process throughout the life of the corporation.

Initial governance actionsThe appointed provider handles this

Board consent, bylaws adoption, officer appointments, share issuance and, where relevant, founder restricted-stock documentation.

Federal tax identification number (EIN)Issued by an external authority

Issued by the US federal tax authority after incorporation.

Description of intended business activityYou provide this

A specific description of what the company will do, in which markets, and with which counterparties. Regulated or restricted activities change both the filing path and the licensing path.

Limited Liability Company (LLC)

Identity evidence for every beneficial owner and directorYou provide this

Certified identity and address evidence for each individual who owns or controls the company, plus corporate documents where a shareholder is itself an entity.

  • Evidence: Passport or national identity document
  • Evidence: Proof of residential address
Confirmed ownership and control structureYou provide this

Members, their percentage interests, and whether the company is member-managed or manager-managed.

Available company name in the state of formationThe appointed provider handles this

The name must be distinguishable from existing records in the state and carry the entity designator required by that state.

Registered agent with a physical address in the stateThe appointed provider handles this

Every US entity must maintain a registered agent in its state of formation to receive service of process. ZKCAP coordinates an agent through a qualified provider, or you may nominate your own.

Federal tax identification number (EIN)Issued by an external authority

Issued by the US federal tax authority after formation. Required before most banking and payment onboarding can begin.

Beneficial ownership reporting positionConditional — Confirm with the authority or your advisor whether reporting currently applies to this entity

Federal beneficial-ownership reporting rules have changed repeatedly. Whether reporting currently applies to a newly formed entity — and what its scope and timing are — must be confirmed against the authority's present position before filing, not assumed from this page.

Description of intended business activityYou provide this

A specific description of what the company will do, in which markets, and with which counterparties. Regulated or restricted activities change both the filing path and the licensing path.

Deliverables

What a formation engagement produces

C Corporation

What you receive

  • State-filed certificate of incorporation
  • Bylaws and initial board consent
  • Stock ledger with founder issuances recorded
  • Registered agent appointment for the first period
  • Federal tax identification number application

What is not included

  • Securities filings for a financing round
  • 409A or other valuation work
  • Tax elections advice and tax filing
  • Bank or payment account approval

Limited Liability Company (LLC)

What you receive

  • State-filed certificate of formation
  • Operating agreement prepared from your confirmed structure
  • Registered agent appointment for the first period
  • Federal tax identification number application
  • Company record set assembled in your document vault

What is not included

  • US federal or state tax filing and tax advice
  • Opening a bank or payment account (the institution decides)
  • Securities, licensing or immigration filings
  • Ongoing bookkeeping or payroll

Process

How the formation runs

Two stages belong to the registry. Their outcome and timing are outside the platform's control, and the platform reports only what the authority records.

  1. Structure confirmed

    You

    You confirm the entity type, ownership and control structure, and the intended business activity. Anything that changes the filing path is surfaced here, not after payment.

  2. Intake and document collection

    You

    A structured intake collects identity evidence, structure details and the documents the registry expects. You can save and resume it.

  3. Filing pack prepared by the appointed provider

    Qualified provider

    A qualified corporate service provider prepares the constitutional documents and the filing pack, and raises information requests where something is missing.

  4. Filed with the registry

    Qualified provider

    The filing is submitted to the state filing authority. From this point the outcome is in the authority's hands and the platform reports its state, it does not predict it.

  5. Registry processing

    External authorityOutcome not controlled by ZKCAP

    The authority reviews the filing. It may accept it, raise an objection, or ask for further information. Each of those states is shown as it happens.

  6. Incorporation outcome recorded

    External authorityOutcome not controlled by ZKCAP

    Acceptance produces the registry documents and the company record set. A rejection or objection opens a recovery path with the provider rather than ending the project.

  7. Post-formation set-up and obligations

    ZKCAP

    Company records are assembled in your vault, first-period appointments are registered, and the recurring obligations become tracked deadlines.

Add-ons

What can be added to the engagement

Add-ons are separate scope, not hidden inclusions. Each states who performs it.

  • Founder restricted-stock documentation

    Qualified provider

    Vesting and restricted-stock paperwork prepared where founders agree to vesting.

  • Tax election filing support

    Qualified provider

    Support with time-sensitive founder tax elections, delivered by a tax provider.

  • Banking readiness review

    ZKCAP coordinates

    A readiness review before you approach an institution, so avoidable rejections are addressed first.

  • Business address and mail handling

    ZKCAP coordinates

    A usable business address arrangement where you have no US premises.

  • Beneficial ownership reporting support

    ZKCAP coordinates

    Assistance preparing the beneficial-ownership information the authority requires, where reporting applies.

  • Banking readiness review

    ZKCAP coordinates

    Readiness review before approaching an institution.

  • Business address and mail handling

    ZKCAP coordinates

    Business address arrangement where you have no US premises.

After formation

Ongoing obligations

Incorporation is the beginning of a maintenance cycle. Each obligation names the authority that sets it.

  • Annual state report and agent maintenance

    Periodic, set by the state of formation

    Most states require a periodic report and a continuously appointed registered agent. Missing either can put the entity into bad standing.

    Authority
    State filing authority (Secretary of State or equivalent)
    Who keeps this obligation on trackpending BR-24

  • Federal and state tax filings

    Annual, with interim filings depending on activity

    Filing obligations follow from the entity type, elections made and where the business operates. Delivered by a tax provider, not by the platform.

    Authority
    Federal and state tax authorities
    Who keeps this obligation on trackpending BR-24

  • Beneficial ownership updates, if reporting applies

    On change of ownership or control, where reporting applies

    If reporting applies under the authority's present position, changes in beneficial ownership or control must be updated with the authority. Applicability itself must be confirmed first — see the formation requirement.

    Authority
    US federal financial-crimes authority
    Who keeps this obligation on trackpending BR-24

Structure is specified; detail is catalogue data. The structure shown here is fixed by the product specification. The jurisdiction-specific detail is maintained as platform catalogue data and carries no recorded source or as-of date in this build, so treat it as orientation and confirm current requirements with State filing authority of the chosen state. How this is maintained.

Commercial

Pricing and quote semantics

Formation packages exist and their scope is fixed. How they are priced and bought is a commercial decision that has not been taken yet, so no figure is shown.

  • US C Corporation formation

    For founders who need a US corporation that investors recognise: share capital, a board, and a clean stock ledger from day one.

    C Corporation

    Included

    • State incorporation filing
    • Founding governance documents
    • Registered agent for the first period
    • Federal tax identification number application
    • and 1 more included items
    Package price presentationpending BR-25 · BR-03Indicative timelinepending BR-35
    Package detailChoose this package

  • US LLC formation

    For operating businesses and holding vehicles that want liability separation with a simple, flexible internal structure.

    Limited Liability Company (LLC)

    Included

    • State formation filing
    • Operating agreement
    • Registered agent for the first period
    • Federal tax identification number application
    • and 1 more included items
    Package price presentationpending BR-25 · BR-03Indicative timelinepending BR-35
    Package detailChoose this package
Loading the entity-type comparison

Next

What usually follows incorporation

  • Business banking

    A new entity normally needs an account before it can operate. Readiness first avoids an avoidable decline.

    Banking readiness

  • Payments

    If you collect from customers, the payment stack decision follows quickly and depends on your model.

    Payments

  • Corporate maintenance

    Company secretarial, registers and filings can be handled by a verified provider on a continuing basis.

    Providers here

Your selection is carried into account set-up.

Start formation