Five Key Considerations for International Founders
Every day, entrepreneurs from around the world bring new ideas to life in the United States. For founders looking to scale internationally, entering this market can be a game-changing step toward building a global business. Your expansion decision, if well executed, will likely lead to opening doors to new capital, talent and innovation hubs across multiple industries.
But starting in the U.S. requires more than just filling out paperwork. Success depends on early choices about structure, taxes, location, fundraising and immigration. Making smart decisions up front saves time and money later—and helps you look more attractive to investors and business partners.
This article outlines five key areas that international founders should think about when building their U.S. presence.
I. Business, Tax and Intellectual Property Strategy
The first step is to think strategically about how your U.S. company will fit into your overall global structure. Think beyond just opening an office. The way your U.S. company fits into your global structure will shape your fundraising, tax exposure and long-term growth potential.
These decisions may seem like back-office details, but they shape how investors view your company and value creation. A well-designed global structure can boost your credibility and make investor reviews much easier.
II. Choosing the Right Legal Entity and State
One of the earliest and most important decisions is how and where to form your U.S. company.
Those who start as an LLC very often convert into a Delaware corporation. If you wait until fundraising to change the legal form of your company, you’ll create extra work and costs at the time of your financing. Starting with the structure investors expect is almost always the most efficient path and may also have important ramifications with respect to QSBS tax treatment eligibility.
III. Choosing Where to Base Your U.S. Office
Your office location says a lot about where you’ll hire, raise money and build partnerships. It’s not just a legal formality.
Many global founders begin with a cost-effective solution like a co-working space or virtual office address. As the team grows, expanding into a dedicated office in the right city can strengthen your brand and connections.
IV. Fundraising in the U.S.
The U.S. has the world’s largest venture capital market, but not every company meets the criteria for financing.
Investor expectations: A Delaware (or other state preferred by a specific lead investor) corporation, tenacious founders, clean capitalization table and the optimal ownership of core IP by a company in a group are the baseline requirements for most venture firms. Without these, it’s difficult to get serious investor attention.
Beyond traditional venture firms, many international founders explore accelerators, angel investors or strategic partners who can offer both money and market access.
Successful fundraising requires extensive preparation. A strong team and a compelling story tailored to the U.S. investor mindset are always a plus. In some markets, certain investors have their own expectations of what attributes, milestones or metrics companies should have to receive their investment.
V. Immigration and Founder Visas
Immigration is often the most personal and complex part of the journey for international founders. Below are a few visa options often used by foreign entrepreneurs. Your and your company’s situation will drive the selection of the most optimal immigration solution.
Visa uncertainty can make investors nervous. Showing a clear immigration plan can smooth fundraising and reassure partners. As with other aspects of your operations, early and informed planning makes the difference between an easier expansion and one full of roadblocks.
Conclusion
For international founders, expanding into the U.S. is both an exciting opportunity and a complex challenge. The decisions you make around structure, taxes, location, fundraising and immigration will shape your company’s path. By tackling these issues early, you’ll put your startup in a stronger position to raise capital, hire the right people, and grow into a global business—with fewer surprises along the way.
But starting in the U.S. requires more than just filling out paperwork. Success depends on early choices about structure, taxes, location, fundraising and immigration. Making smart decisions up front saves time and money later—and helps you look more attractive to investors and business partners.
This article outlines five key areas that international founders should think about when building their U.S. presence.
I. Business, Tax and Intellectual Property Strategy
The first step is to think strategically about how your U.S. company will fit into your overall global structure. Think beyond just opening an office. The way your U.S. company fits into your global structure will shape your fundraising, tax exposure and long-term growth potential.
Global business structure: Many founders keep their home-country entity active while forming a U.S. entity. For example, the original company may handle local sales or R&D, while the U.S. entity serves as the “parent” or subsidiary or fundraising vehicle. Deciding how these pieces fit together early on is critical.
Tax strategy: Without careful planning, startups can run into tax problems or miss out on benefits from tax treaties and incentives. Coordinating with tax advisors who understand relevant jurisdictions helps ensure you don’t create unnecessary costs or complications (known and unknown).
Intellectual property (IP): For most venture-backed startups, IP is the crown jewel. Investors usually expect your U.S. entity to own the core IP so that future value stays with the company they are funding and have direct ownership in. However, if your IP is currently owned by your non-U.S. entity, you may need to assign or license it into the U.S. company. Investors will also want to know you have agreements with you and any other contributors that properly assign the IP to the respective U.S. or non-U.S. entity.
Tax strategy: Without careful planning, startups can run into tax problems or miss out on benefits from tax treaties and incentives. Coordinating with tax advisors who understand relevant jurisdictions helps ensure you don’t create unnecessary costs or complications (known and unknown).
Intellectual property (IP): For most venture-backed startups, IP is the crown jewel. Investors usually expect your U.S. entity to own the core IP so that future value stays with the company they are funding and have direct ownership in. However, if your IP is currently owned by your non-U.S. entity, you may need to assign or license it into the U.S. company. Investors will also want to know you have agreements with you and any other contributors that properly assign the IP to the respective U.S. or non-U.S. entity.
These decisions may seem like back-office details, but they shape how investors view your company and value creation. A well-designed global structure can boost your credibility and make investor reviews much easier.
II. Choosing the Right Legal Entity and State
One of the earliest and most important decisions is how and where to form your U.S. company.
Entity type: Most startups aiming to raise venture capital form as corporations. This structure is tried-and-true: It provides clear rules for stock ownership, allows for stock option plans, and is well understood by investors and courts. LLCs, while simpler for small businesses, are usually unsuitable for venture fundraising.
State of incorporation: Delaware is still the top choice because its laws are clear and its courts specialize in hearing business disputes. Incorporating in Delaware does not mean you have to physically operate there—you can register your Delaware company to do business in whichever state you elect for your physical office. Lately, other states have increased their visibility as the preferred domicile for new and, in several notable instances, well-established companies. However, these other states do not come close to the depth of corporate law and infrastructure to service corporate entities, including both a relatively user-friendly secretary of state for filings and highly experienced justices with a body of cases on the topic of corporate law.
State of incorporation: Delaware is still the top choice because its laws are clear and its courts specialize in hearing business disputes. Incorporating in Delaware does not mean you have to physically operate there—you can register your Delaware company to do business in whichever state you elect for your physical office. Lately, other states have increased their visibility as the preferred domicile for new and, in several notable instances, well-established companies. However, these other states do not come close to the depth of corporate law and infrastructure to service corporate entities, including both a relatively user-friendly secretary of state for filings and highly experienced justices with a body of cases on the topic of corporate law.
Those who start as an LLC very often convert into a Delaware corporation. If you wait until fundraising to change the legal form of your company, you’ll create extra work and costs at the time of your financing. Starting with the structure investors expect is almost always the most efficient path and may also have important ramifications with respect to QSBS tax treatment eligibility.
III. Choosing Where to Base Your U.S. Office
Your office location says a lot about where you’ll hire, raise money and build partnerships. It’s not just a legal formality.
Investor hubs: Silicon Valley and San Francisco remain powerful centers for venture capital. New York (fintech), Austin (deeptech), Miami (Crypto) and Washington, D.C. (defense tech) have also emerged as vibrant investor hubs in recent years.
Talent access: Boston is strong in biotech and robotics. Seattle and Austin are known for engineering talent. Miami and Los Angeles are growing in fintech, gaming and media.
Customer proximity: Remote work is still common, but a proximity to customers or investors can still give you an edge. If you’re targeting major corporate clients, the right location can give you a strategic advantage. If your customer is the federal government, locating near Washington, D.C., may make sense.
Talent access: Boston is strong in biotech and robotics. Seattle and Austin are known for engineering talent. Miami and Los Angeles are growing in fintech, gaming and media.
Customer proximity: Remote work is still common, but a proximity to customers or investors can still give you an edge. If you’re targeting major corporate clients, the right location can give you a strategic advantage. If your customer is the federal government, locating near Washington, D.C., may make sense.
Many global founders begin with a cost-effective solution like a co-working space or virtual office address. As the team grows, expanding into a dedicated office in the right city can strengthen your brand and connections.
IV. Fundraising in the U.S.
The U.S. has the world’s largest venture capital market, but not every company meets the criteria for financing.
Investor expectations: A Delaware (or other state preferred by a specific lead investor) corporation, tenacious founders, clean capitalization table and the optimal ownership of core IP by a company in a group are the baseline requirements for most venture firms. Without these, it’s difficult to get serious investor attention.
Select Early-Stage Fundraising Options:
SAFEs (Simple Agreements for Future Equity): Quick and inexpensive; often used in early-stage rounds. Sometimes, you will see a fixed percentage convertible equity agreements which are very similar to SAFEs but include several provisions that are important for a specific investor.
Convertible Notes: Similar to SAFEs but structured as debt with interest and maturity dates.
Equity Rounds: Typically, these are Series Pre-Seed/Seed/A, as the case may be, and beyond. In addition to your company’s valuation, they involve negotiation of rights that the holders of preferred stock will have (including in many instances designation and election of one or more board members) and a stack of legal agreements.
Convertible Notes: Similar to SAFEs but structured as debt with interest and maturity dates.
Equity Rounds: Typically, these are Series Pre-Seed/Seed/A, as the case may be, and beyond. In addition to your company’s valuation, they involve negotiation of rights that the holders of preferred stock will have (including in many instances designation and election of one or more board members) and a stack of legal agreements.
Beyond traditional venture firms, many international founders explore accelerators, angel investors or strategic partners who can offer both money and market access.
Successful fundraising requires extensive preparation. A strong team and a compelling story tailored to the U.S. investor mindset are always a plus. In some markets, certain investors have their own expectations of what attributes, milestones or metrics companies should have to receive their investment.
V. Immigration and Founder Visas
Immigration is often the most personal and complex part of the journey for international founders. Below are a few visa options often used by foreign entrepreneurs. Your and your company’s situation will drive the selection of the most optimal immigration solution.
E-2: For citizens of certain countries who invest in a U.S. business.
O-1: For individuals with “extraordinary ability.” Often a good fit for entrepreneurs with notable achievements or funding.
H-1B: Typically, employer-sponsored, but with the right structure can sometimes be used by founders.
International Entrepreneur Parole: A newer option that lets qualified startup founders live and work in the U.S. for up to five years.
O-1: For individuals with “extraordinary ability.” Often a good fit for entrepreneurs with notable achievements or funding.
H-1B: Typically, employer-sponsored, but with the right structure can sometimes be used by founders.
International Entrepreneur Parole: A newer option that lets qualified startup founders live and work in the U.S. for up to five years.
Visa uncertainty can make investors nervous. Showing a clear immigration plan can smooth fundraising and reassure partners. As with other aspects of your operations, early and informed planning makes the difference between an easier expansion and one full of roadblocks.
Conclusion
For international founders, expanding into the U.S. is both an exciting opportunity and a complex challenge. The decisions you make around structure, taxes, location, fundraising and immigration will shape your company’s path. By tackling these issues early, you’ll put your startup in a stronger position to raise capital, hire the right people, and grow into a global business—with fewer surprises along the way.