LLC for European founders: why structuring in the U.S. before scaling matters
Bcombinator and Globalfy announce a strategic partnership to facilitate the international expansion of European tech startups. This article is part of that agreement.
For years, expanding into the United States was treated as a late-stage milestone. First, you consolidated your local market, then you considered crossing the Atlantic. That logic is changing — and the data confirms it.
According to PitchBook data, in 2019 around 14% of seed-stage companies already had a presence in the U.S. By 2025, that figure had fallen to less than 6%. Not because the American market became less relevant, but because European founders realized they do not need to relocate to access it. They need to structure for it.
And that difference matters more than it seems.
The problem is not the market. It is the structure.
European startups like Lovable, incorporated in Delaware but born in Stockholm, or Cast AI, with Lithuanian roots and headquarters in Florida, represent a recurring pattern: European founders choosing to establish an American entity before the market demanded it.
They did not do it to relocate. They did it because the American market was built to operate with American entities.
Stripe, Mercury, and Brex — the leading financial platforms — were designed for companies structured in the U.S. Institutional investors, especially from Series A onward, prefer — and in many cases require — a Delaware C-Corp or an American LLC before investing. American enterprise clients also process vendors with a local entity differently: less friction, less additional due diligence, and faster deal cycles.
Early-stage American startups raise more than seven times the capital of their European counterparts, often with the same product. Part of that gap is structural — and a properly structured American LLC helps reduce that distance before the founder even walks into the first investor meeting.
What Globalfy is seeing in the European ecosystem
Since 2015, Globalfy has been helping non-resident founders open and operate companies in the United States. The company has already supported more than 10,000 entrepreneurs from over 100 countries, guiding them through legal structuring, compliance, and international expansion from day one.
“We know that building and operating companies across borders is challenging because we’ve experienced it firsthand. That’s why we partner with organizations like Bcombinator, allowing us to continue developing smarter and simpler solutions so non-resident founders can grow in the U.S. with more confidence and less friction,” Globalfy explains.
More and more founders understand that expanding into the United States is not just about opening a company, but about building a structure designed to scale smoothly in the long term.
The state of incorporation
Wyoming and Delaware are the two states most commonly used by non-resident founders — but they serve different purposes.
Wyoming offers no state income tax, lower renewal costs, and greater privacy for members. It is the right option for founders seeking operational efficiency without an immediate need for institutional capital.
Delaware is the state institutional investors recognize. It has the strongest legal infrastructure in the country, more predictable due diligence processes, and is the standard for startups planning to raise investment rounds. Not because of tradition — but by design.
Choosing the wrong state at the wrong time is not a minor mistake. It can mean restructuring the company before closing a funding round, with all the associated costs in time and resources.
Tax obligations from day one
Opening the LLC is the beginning, not the end. What many European founders discover too late is that an American LLC with a foreign owner creates tax obligations with the IRS regardless of whether the company generated revenue or not.
Form 5472 combined with the Pro Forma 1120 is mandatory for any LLC with a foreign owner that had transactions during the year, including capital contributions or transfers between the owner and the company. The penalty for failing to file is $25,000. And the IRS does not negotiate based on founder intent.
This is the most common mistake we see among European founders opening a U.S. structure without specialized support: they confuse incorporation with structure. They are two different decisions.
Structuring before you need it
The most common pattern among founders who scale successfully is not that they structured at the right moment. It is that they did it before they needed to.
When the American client contract arrived, the entity was already in place. When the investor asked about the legal structure, the answer was immediate. When the payment platform required an EIN, the process did not stop.
Many early-stage European founders no longer consider incorporating in their home country as the default — or even the best — option. The American entity stopped being the destination and became the infrastructure from which to grow.
At Bcombinator, we are a 360° ecosystem that accelerates, invests in, and connects technology startups with a strong focus on artificial intelligence, supporting founders from ideation to product–market fit through acceleration programs, venture capital, and specialized mentorship.
We also drive startup growth through flagship events, strategic partnerships, and corporate innovation opportunities, all backed by an active community of more than 15,000 entrepreneurs, investors, and tech operators.
If you are building with global ambition and want to understand which structure makes sense for your stage of business, the Globalfy team is available for an initial conversation.