US Company Registration Guide: Everything You Need to Register a Business

There is no single registration that puts a business on the record, which is the thing people most often assume.

Registration happens in layers, federal, state and local, and each has its own requirements and its own timing. A properly formed company can still be operating without a permit it needed from the first day of trading.

This covers each layer in turn, what is registered where, when a trading name has to be recorded separately, when a sales tax permit is required, and what hiring adds to the list.

There Is No Single Federal Business Registration

Unlike many countries, the US has no central federal business registry. Registering a US business means navigating federal, state, and sometimes local requirements, each with different rules, fees, and timelines.

Layer 1: Federal Registration

At the federal level, there is no registration of the business entity itself. Instead, you register with federal agencies for specific purposes:

Layer 2: State Registration

This is where your business entity is created. Every business operates under the authority of a state:

Entity Formation

File formation documents with the state where you want to be incorporated:

• LLC: Articles of Organization (or Certificate of Formation in Delaware/California)
• Corporation: Articles of Incorporation (or Certificate of Incorporation in Delaware)
• Partnership: Certificate of Limited Partnership (for LPs)
• Sole proprietorship: No filing required (but register a DBA if using a business name)

Foreign Qualification

If you incorporate in Delaware but operate in another state (have employees, offices, or ongoing business activity), you must register as a foreign entity in the operating state:

• File a Statement of Foreign Qualification (or Certificate of Authority) with the operating state
• Appoint a registered agent in the operating state
• Pay the operating state's filing fees and ongoing taxes
• File annual reports in both states

Pro Tip: Delaware + California is the most common combination for startups. If you have employees, offices, or significant sales in California, you must register there. Minimum $800 annual California franchise tax applies.

State Tax Registrations

Once your entity is formed, register for state-level taxes that apply:

• State income tax withholding: Required if you have employees. Register with the state department of revenue.
• Sales tax permit: Required if you sell taxable goods or services and have nexus in the state.
• Unemployment insurance (SUTA): Required if you have employees. Register with the state workforce agency.
• State corporate income tax: Most states require an annual corporate return separate from federal.

Layer 3: Local Registration

Cities and counties may require:

• Local business license: Many cities require a general business license ($50-$500/year). Examples: Los Angeles, New York City, Chicago.
• Home occupation permit: If operating from a residential address
• Zoning compliance: Certain business types have zoning restrictions
• Building permits: For physical storefronts or offices with construction
• Health department permits: Restaurants, food businesses, childcare
• Fire department inspection: Restaurants, public venues

DBA (Doing Business As) / Fictitious Business Name

A DBA allows your business to operate under a name different from its legal name. A sole proprietor named 'John Smith' can operate as 'Smith Digital Marketing' by filing a DBA. An LLC named 'Acme Holdings LLC' can operate as 'Acme Software' via a DBA.

• Filed at the county or state level (varies by state)
• Cost: $10-$100 typically
• Does not create a separate legal entity, just registers the name
• Required to open a bank account under the DBA name
• Some states require publication of DBA in a local newspaper

Sales Tax Permit Registration

If you sell taxable products or services and have nexus (physical or economic) in a state, you must register for a sales tax permit before making taxable sales:

• Physical nexus: Office, employees, inventory, or significant property in the state
• Economic nexus: $100,000 in sales or 200 transactions in the state (post-Wayfair, applies in 45 states)
• Registration: Most states offer online registration through their department of revenue
• Permit is usually free or low cost
• Must collect and remit sales tax on taxable sales in the state

Employer Registration (If Hiring)

Hiring your first employee triggers a cascade of registrations:

• Get EIN from IRS (required for employer)
• Register for federal payroll tax deposits (EFTPS account)
• Register with each state's income tax agency for withholding
• Register with each state's unemployment agency for SUTA
• Set up workers' compensation insurance
• File new hire report within 20 days
• Verify I-9 employment eligibility for every new hire

Annual Compliance After Registration

Frequently Asked Questions

Written by

Abhinav Gupta, CPA, CA, MBA

Abhinav works with business owners across the US on industry-specific bookkeeping, from dental practices and restaurants to construction and e-commerce. He writes about what each trade's books actually need. Connect on LinkedIn