Can a Non US Resident form a Delaware C Corporation?

can a non us resident form a Delaware c corporation

There are many reasons why founders all over the world would want to form a Delaware C corporation. For more on this, you can read our article, Why do Startups Incorporate in Delaware. One popular reason to form a Delaware C corporation for an accelerated growth startup is to establish a US presence that will attract US investors.

Who can be an Incorporator or Stockholder?

The State of Delaware site describes who qualifies as an incorporator in Section 101 of the Delaware General Corporation Law:

Any person, partnership, association or corporation, singly or jointly with others, and without regard to such person's or entity's residence, domicile or state of incorporation, may incorporate or organize a corporation under this chapter by filing with the Division of Corporations in the Department of State a certificate of incorporation...

In short, any person, regardless of where that person resides, may form a C corporation in Delaware. There is no requirement that the person be a resident of Delaware or a US resident. The US has little to no controls or restrictions on stock ownership.

Visa status has no bearing on ownership or interest in a C corporation. A startup founder in Israel, Chile, Brazil, or California can be a stockholder in a Delaware C corporation. Any founder in any country can own stock. 

However, the US does regulate foreign workers in the United States. If you plan to work for a US C corporation and are not a US citizen or green card holder, proper work authorization / visa is required.

If you are a non-US resident who plans to work for a US company or if you have any questions surrounding your legal status and qualifications as a non-US resident, you should speak with an experienced US immigration lawyer to understand your visa options.

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