Entering the U.S. market through Texas
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- You
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- Blaga Veleva, EA
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- Foreign companies
A foreign company that starts doing business in Texas must register with the Texas Secretary of State, becomes subject to Texas franchise tax, and may owe U.S. federal income tax on certain income. Tax & Business Solutions in Houston helps foreign companies choose a structure, register or form the entity, get an EIN, and file the federal and Texas returns that follow.
What U.S. taxes does a foreign company owe when it starts selling in Texas?
Possibly federal income tax, and Texas franchise tax once it is doing business here. The Texas Secretary of State says non-U.S. companies "must register with the secretary of state before transacting business in Texas" and "are subject to state franchise tax and federal income tax on certain income" (Texas SOS foreign entity FAQs). Which federal income is taxable depends on how the company operates in the U.S. and on any tax treaty with its home country, covered on tax treaties.
Branch or U.S. subsidiary: which should you choose?
It depends on liability, taxes and how much you plan to do here. Registering the foreign company itself in Texas (often called a branch) keeps one legal entity but brings the parent company directly into U.S. tax and legal exposure. Forming a new Texas LLC or corporation as a subsidiary creates a separate U.S. company with its own returns. Neither is right for everyone. Blaga compares both with your numbers, then the firm handles foreign entity registration or a new Texas LLC.
What federal filings come with foreign ownership?
More than a purely domestic company files. One example: the IRS lists Form 5472 as the information return for a "25% Foreign-Owned U.S. Corporation or a Foreign Corporation Engaged in a U.S. Trade or Business" (IRS Form 5472). Your company's main return depends on its form: a corporation files Form 1120, and an LLC with two or more members is classified by default as a partnership (IRS LLC page). Getting this right in the first year is far easier than repairing several years later. Blaga sets up a filing calendar for the U.S. company on day one, so nothing is discovered late.
How does a foreign company get an EIN?
Not through the online tool, in most cases. The IRS says you cannot apply online if your "principal place of business is outside the U.S." and should "apply by phone, fax or mail" instead, and the online route also requires the responsible party's SSN or ITIN (IRS EIN page). The firm prepares the application with you. The EIN is then used for the bank account, the Texas franchise account and every federal return.
What should be in place before you hire in the U.S.?
A registered entity, a Texas registered agent, an EIN, a U.S. bank account, and books set up from day one. Payroll itself is run by a payroll provider, not by the firm, but the tax structure around it should be settled before the first hire. A short planning session now prevents a long clean-up later, and bookkeeping keeps the U.S. company's records ready for its returns.
What does Texas expect from the company each year?
A franchise tax report every May 15, and a current registered agent. The Comptroller applies franchise tax to each taxable entity formed in Texas or doing business here; for 2026 and 2027 reports, entities at or below the $2,650,000 no-tax-due threshold owe no tax but still file a Public Information Report or Ownership Information Report (Texas Comptroller). Missing the report is a common first-year mistake for foreign owners who assume no revenue means no filing.
Questions people ask
Q1What U.S. taxes does a foreign company owe when it starts selling in Texas?
It must register with the Texas Secretary of State before transacting business, it becomes subject to Texas franchise tax, and it may owe federal income tax on certain U.S. income. A tax treaty can change the federal result, so check the treaty first.
Q2Does a foreign-owned Texas company file anything extra with the IRS?
Often, yes. Form 5472 is the information return for a 25% foreign-owned U.S. corporation or a foreign corporation engaged in a U.S. trade or business. Other forms depend on the structure, so review them when the company is set up.
Q3Can you act as our registered agent in Texas?
Yes. Tax & Business Solutions provides registered agent service for domestic and foreign companies from its office at 5629 FM 1960 West, Suite 221, Houston.
Q4Do we need a physical office in Texas?
Not necessarily for operations, but the company needs a Texas registered office: a physical Texas address where its registered agent can be served during business hours. The firm's FM 1960 West office can serve that role.
Q5Should we register our foreign company in Texas or form a Texas subsidiary?
It depends on liability, tax and how much you plan to do here. Registration keeps one legal entity; a subsidiary creates a separate U.S. company with its own returns. Blaga compares both with your projected U.S. activity before anything is filed.