Subsidiary in the US

IF your existing company is registered outside the US and is going to start business in the US (establish a subsidiary, representative office), this is the right place for you to look.  

Subsidiary Registration Checklist
Learn more about Subsidiary Registration
More Info For Non-US Clients
Check Pricing
Order On- Line Order by Fax

Documents Required from the country of company jurisdiction:

- Certificate / Letter of Good standing. Normally obtained from the Registrar of Companies where your company was registered. In case your country's Registrar of companies does not issue such documents, the letter of good standing

would  need to be obtained from your country's tax authority.

- Copy of your company's registration document. /Note: Some states require a Certified Copy of the document.

In such case we will inform you separately./

All documents have to have a notarized translation annexed, if not in English.  

Economy Package: Name availability check, State fees, PREPARATION AND FILING OF ARTICLES OF INCORPORATION/ORGANIZATION, Service fees.                                                    complete plus Package

State	Corp	LLC	State	Corp	LLC	State	Corp	LLC	State	Corp	LLC
Alabama	265	315	Illinois	390	490	Montana	330	280	Rhode Island	520	360
Alaska	590	590	Indiana	360	360	Nebraska	360	320	South Carolina	350	320
Arizona	415	390	Iowa	370	310	Nevada	260	260	South Dakota	760	760
Arkansas	510	510	Kansas	420	420	New Hampshire	310	310	Tennessee	810	510
California	310	310	Kentucky	320	320	New Jersey	410	410	Texas	960	810
Colorado	340	355	Louisiana	310	340	New Mexico	410	410	Utah	270	270
Connecticut	515	270	Maine	460	460	New York	530	595	Vermont	310	290
Delaware	400	340	Maryland	310	310	North Carolina	460	460	Virginia	295	320
DC	410	410	Massachusetts	300	710	North Dakota	360	340	Washington	390	390
Florida	290	335	Michigan	270	270	Ohio	340	340	West Virginia	525	370
Georgia	440	440	Minnesota	410	400	Oklahoma	510	510	Wisconsin	310	310
Hawaii	310	310	Mississippi	710	460	Oregon	260	260	Wyoming	310	310
Idaho	370	370	Missouri	370	420	Pennsylvania	460	460

Please contact us for a quote     Order on-line      Order by Fax

In many States Expedited service is available:  Alabama-$100Alaska-$200Arizona-$100Arkansas-N/ACalifornia-$140Colorado-$150Connecticut-$100Delaware-$50Dist. of Colombia-N/AFlorida-N/AGeorgia-$150Hawaii-$150Idaho-$100Illinois-$100 Indiana-N/A Iowa-N/AKansas-N/AKentucky-N/ALouisiana-$150Maine-$150Maryland-$150Massachusetts-$100Michigan-N/AMinnesota-$100Mississippi-N/AMissouri-N/AMontana-$100Nebraska-N/ANevada-$120New Hempshire-N/ANew Jersey-$50New Mexico-N/ANew York-$25North Carolina-$100North Dakota-N/AOhio-$80Oklahoma-N/AOregon-N/APennsylvania-N/ARode Island-N/ASouth Carolina-N/ASouth Dakota-$80Tennessee-N/ATaxas-N/AUtah-$150Vermont-N/AVirginia-N/AWashington-$100West Virginia-N/AWisconsin-$100Wyoming-N/A

complete plus Package:  economy package +$150

Name availability check, State fees, PREPARATION AND FILING OF ARTICLES OF INCORPORATION/ORGANIZATION, Service fees. Registered agent for one year, ein.

Optional Additions to Your Order:

• Apostille - $75 /International Legalization of a document/
• Corporate Seal - $25 /Metal embossing seal/
• Company Stamp - $45 /Inked stamp/
• Annual Company Maintenance - Annual Registered Agent Fees (required)- $135
  - Preparation of tax reports to Federal and State tax authorities (optional) - from $850
  - Filing of Annual/Biennial information reports - $ differs from state to state.

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A subsidiary, in business, is an entity which is controlled by another entity. The controlled entity is called a company, Corporation, or Limited Liability Company, and the controlling entity is called its parent (or the parent company). The reason for this distinction is that an individual cannot be a subsidiary of any organization, only an entity representing a legal fiction as a separate entity can be a subsidiary. This is because individuals have the capacity to act on their own initiative; a business entity can only act through its directors, officers and employees.

The most common way that control of a subsidiary is achieved is through the ownership of shares in the subsidiary by the parent. These shares give the parent the necessary votes to determine the composition of the board of the subsidiary and so exercise control. This gives rise to the common presumption that 50% plus one share is enough to create a subsidiary. There are, however, other ways that control can come about and the exact rules both as to what control is needed and how it is achieved can be complex (see below). A subsidiary may itself have subsidiaries, and these, in turn, may have subsidiaries of their own. A parent and all its subsidiaries together are called a group, although this term can also apply to cooperating companies and their subsidiaries with varying degrees of shared ownership. When ownership is not shared, so that a subsidiary is wholly owned, it is called a branch. A subsidiary is different from a branch in that the former is jointly owned by the parent company and others while the latter is completely owned by the parent company

Subsidiaries are separate, distinct legal entities for the purposes of taxation and regulation. For this reason, they differ from divisions, which are businesses fully integrated within the main company, and not legally or otherwise distinct from it.

Subsidiaries are a common feature of business life and few if any major businesses do not organize their operations in this way. 

Reasons why a company may have subsidiaries

The following are common reasons why companies have subsidiaries, but no list can ever be exhaustive.

• Risk: Many businesses use subsidiaries to manage risk. This is achieved usually by setting up a subsidiary corporation to undertake the higher risk venture. If that venture subsequently become subject to litigation or liability, legally the subsidiary corporation would be liable and not the parent (unless the parent made guarantees, in which case the parent is liable for the guarantees it made).

• Acquisition: When one company acquires another, the one acquired becomes a subsidiary of the acquiring company.

• Regulation: Law may require a company to conduct certain activities through a distinct entity. Examples include banking or the operation of utilities such as electricity or telecommunications. As subsidiaries are distinct legal entities, this ensures full disclosure of the financial results of these businesses and insulates them from the other activities of their group.

• Territoriality: A group, particularly a multinational one, may create subsidiaries in many jurisdictions simply to prevent someone else doing so to the confusion of their customers.

• Taxation: Taxation is still largely conducted on national lines. Multinational businesses may therefore establish subsidiaries in each jurisdiction to bring together all their activities in that jurisdiction.

Control

The word "control" used in the definition of "subsidiary" is generally taken to include both practical and theoretical control. Thus, reference to a body which "controls the composition" of another body's board is a reference to control in principle, while reference to being are able to cast more than half of the votes at a general meeting, whether legally enforceable or not, refers to theoretical power. The fact that a company has a holding of less than 51% which, because the holdings of others are widely dispersed, gives effective control is not enough to give that company 'control' for the purpose of determining whether it is a subsidiary.