Is an LLC in which both owners are non-US residents and which does not have any activity in the US, but is registered in the US (Wyoming) considered a foreign partnership?

[john_k]

Details:
1. Both owners of the LLC, including me, are foreign citizens. Not US citizens or green card holders, and we never were in the US.
2. The company hasn't started working yet, so no activity in the US or outside of it.

[pk]

@john_k  so what you are saying ( just to clarify ),

(a) the entity is formed under the laws of a US State ( Wyoming) ;

(b) Does have an US individual as a representative of the entity ;

(c) The owners  are  all  Non-US Persons ( NRA);

(d) The entity wishes to do business in the USA  but currently is in the start-up phase  ( no income/ no expenses ? ).

I am pretty certain that  because  the partners are foreign, this will be treated as a foreign controlled  entity.  But I need to do a little bit of searching the code sections.

Strongly suggest   familiarization with  the code sections below and possibly  tax lawyer both in the US and also in your home country.  Which country are you talking about ?-- there may be treaty ramifications also.

26 CFR § 301.7701-1 through 301.7701-3

Is there more  can do for you ?

[john_k]

Hi @pk . Thank you for taking the time to answer. All points (a to d) are correct. I'm currently in the UAE, so I don't have to worry about taxes in my current country of residency (there are none for individuals). The company only formed under US laws, it's not formed under UAE (or any other country) laws. About the code, thank you. It seems that Section 26 CFR § 301.7701-5 is actually more relevant to the topic. According to it, our company is considered domestic based on the fact that it was created under the law of the United States. If there are any additional rules that can overwrite this rule, please let me know.