Document Type

Student Paper

Publication Date

Summer 2026

Abstract

Foreign entrepreneurs contribute substantially to business formation, innovation, investment, and employment in the United States. Although foreign individuals generally may form and own U.S. companies, entering the U.S. market requires more than selecting a state and filing organizational documents. Foreign founders must navigate overlapping rules governing entity formation, cross-border ownership, corporate governance, taxation, information reporting, securities regulation, beneficial ownership, and immigration.

This paper examines the legal infrastructure available to foreign founders seeking to establish, finance, or operate a business connected to the United States. It first explains why founders are attracted to the United States, including access to capital, customers, legal protections, and entrepreneurial support networks. It then evaluates the principal market-entry structures, entity types, formation jurisdictions, governance arrangements, and initial registrations available to foreign-owned businesses. The paper also examines recent changes to federal beneficial ownership reporting and analyzes temporary and permanent immigration pathways commonly considered by entrepreneurial founders.

The paper concludes that these decisions cannot be made in isolation. A structure chosen to simplify formation may later affect financing, liability, taxation, control, immigration eligibility, or the cost of restructuring. Because ownership of a U.S. company does not independently authorize a foreign founder to work in the United States, immigration planning must be coordinated with corporate planning from the outset. Effective market entry therefore requires a legal structure tailored to the company’s current operations, financing strategy, and long-term growth plans.

Comments

This paper is posted here as a draft to facilitate feedback and broader dissemination prior to formal publication.

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