A US company for Amazon and e-commerce: what you actually need

The three ceilings

You can sell on Amazon from outside the United States on an individual account. Three things push sellers toward a US entity:

1. Getting paid. Receiving dollars into a US account in the company's name is simpler and cheaper than a chain of international transfers eating the margin in FX spreads.
2. Credibility with suppliers and platforms. Many US wholesalers deal only with registered entities, and ask for a resale certificate that only a company can obtain.
3. Legal separation. Product liability in the US market is real. The entity separates your personal assets from claims against the business — which is the point of an LLC.

Which entity?

An LLC in the overwhelming majority of cases. You are not raising venture capital or issuing equity, and profit is drawn rather than reinvested into a round. The full comparison is in LLC or C-Corp.

Which state?

Usually Wyoming or New Mexico: the lowest annual cost, and no physical presence forcing another choice. Avoid Delaware here — its annual franchise tax buys legal machinery you will never touch.

But note an important caveat in the next section.

FBA inventory changes the picture

This is the most important point here and the one most often skipped. When you use Fulfilled by Amazon, your inventory sits in warehouses inside US states, and Amazon may move it between states without asking you.

That has two consequences:

• Federally. Inventory you own inside the country weighs toward a US trade or business — which is what determines whether income tax applies to you. This is not a question to settle from an article; take an accountant's view.
• Sales tax. An entirely separate matter from income tax, following each state's own rules and thresholds. Amazon collects and remits sales tax on sellers' behalf in many states under marketplace facilitator laws, but that does not automatically extinguish every registration obligation of your own.

Anyone selling you a "completely tax-free US company for FBA" is ignoring both.

The right order of operations

1. Form the company and choose the state.
2. Obtain the EIN — the longest step, so start it early.
3. Open the bank account in the company's name.
4. Convert the seller account to a business account with the new details.
5. A resale certificate, if you buy wholesale from US suppliers.
6. Set up the compliance calendar — annual report and federal return.

The common mistake is starting at step four: changing Amazon account details before the company and bank are in place strands the account halfway.

The resale certificate — the line that saves real money

If you buy wholesale from suppliers inside the United States, you are by default paying sales tax on your purchases like any consumer. A resale certificate exempts you, because the tax is collected from the end buyer rather than from you as an intermediary.

The certificate is issued by the state and not to an individual — only to a registered entity. For anyone buying in quantity that alone justifies forming a company. At meaningful purchase volume the difference is not marginal.

Seller account: individual or business?

When you convert to a business account in the company's name, the platform will ask for the entity documents, the EIN and the bank details. Three practical points:

• Do not start the conversion before all three exist. A seller account suspended mid-update takes weeks to resolve.
• The name must match exactly across the certificate of formation, the EIN letter and the bank account. Any difference in ordering, or LLC against L.L.C., stalls review.
• Keep digital copies of every document — you will be asked for them more than once, by the platform, the bank and the payment provider.

The obligations that start on day one

The entity opens doors and opens an annual file that never closes:

• The state annual report.
• Form 5472 with a pro-forma 1120, as a foreign owner.
• Regular books — an Amazon seller in particular has platform fees, returns and settlements, and rebuilding a year of that in April is painful.

Count these in the cost of the decision, not after it. The breakdown is in what a US company really costs.

What about dropshipping?

The same logic, with one difference in your favour: with no inventory inside the United States, the presence analysis is considerably simpler. Sales tax still deserves a look depending on where your supplier sits and where your customers buy.