Brazil
Al. Rio Negro 1084, 13th. Floor, Alphaville, Sao Paulo, 06454-000, SP ++5511-41918515  | contactus@setupglobal.com

United States
545 Avalon Gardens Drive, Nanuet, 10954, New York

++1 (949) 407-8179 | contactus@setupglobal.com

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Mexico (associate office)
Reforma Building, Paseo de la Reforma 284, 06600, Mexico DF ++5255-84214032 | contactus@setupglobal.com

setpglobal.com

setupglobal.com

Local, Regional & Global

Business Expansion Consultants

We are GDPR, CCPA and LGPD compliant.

GDPR (European Union),  CCPA (California, US) and LGPD (Brazil) enshrine data protection and privacy rights for consumers in their jurisdictions, empowering users to know what personal data is being collected, to refuse the sale of it, and to request its deletion. 

 

USA Business Services

 
 

Living & Working in the USA | Investors Visas

The right to live and work in the US is obtainable through immigration programs aimed at investors. Investor’s close family members, including children younger than 21, can also be considered during the application process. Although not every program offers the Green card, you can start from the less taxing one and further down the line obtain the permanent residence.

EB-5 PROGRAM

This program offers an opportunity to obtain the Green Card through investments into regional centers or development of a personal business.

А) Green Card is valid for 2 years. You are then allowed to apply for the resident status and later – citizenship as well.
B) Guaranteed results when investing in regional projects.
C) Applicant’s proof that he or she has the necessary funds
D) Applicant’s family members can apply for the Green card.

Requirements:

• Minimum $500 000 investment (subject to changes by the Government)
• Proof of the source of funds
• A business plan for creating no less than 10 jobs during 2,5 years

E-2 PROGRAM

E-2 is an immigration visa, which you can obtain through investment in the already existing small business company.

Е-2 program features

• The visa is valid for as long as the company remains active.
• The investment sum required is comparatively small, and it doesn’t have the requirement for creating jobs.
• The applicant’s family members can also participate in the program.
• An option to speed up the application process.

Е-2 program requirements

• A comparatively small sum of minimum investment – $200 000.
• Creating a new company or buying an existing one.

L-1 PROGRAM

Visa for executive officers and managers.

L-1 program features

• Program L-1 gives an opportunity to live in the US for 7 years. Applicant’s family can live, work and study in the US as well.
• A small amount of investment
• An option to speed up the application process

L-1 program requirements

• Minimum 100 000 $ to create a company
• 3-4 jobs created in the year
• The company’s bank account must have a minimum balance of $50 000
The company can do business in and outside the US.

Opening a Company in the US

Incorporation is the legal process used to form a corporate entity or company. A corporation is a separate legal entity from its owners, with its own rights and obligations.

Incorporation involves drafting legal documents called "Articles of Incorporation" that list the primary purpose of the business, its name and its location, and the number of shares and class of stock being issued, if any. Incorporation also involves jurisdiction-specific registration information and fees.

Companies are owned by their shareholders. Small companies can have a single shareholder, while very large and often publicly traded companies can have several thousand shareholders. As a rule, the shareholders are only responsible for the payment of their own shares. As owners, the shareholders are entitled to receive the profits of the company, usually in the form of dividends. The shareholders also elect the directors of the company.

The directors of the company are responsible for the day-to-day activities of the company. They owe a duty of care to the company and must act in its best interest. They are usually elected annually. Smaller companies can have a single director, while larger ones often have a board comprised of a dozen or more directors. Except in cases of fraud or in some specific tax statutes, the directors do not have personal liability for the company's debts.

Preparation of By-Laws or Operating Agreements

The corporation’s bylaws set forth the company’s rules and regulations. Similar to bylaws, an operating agreement provides the framework to operating the Limited Liability Company. Companies do not file the bylaws or operating agreements with the Secretary of State. Instead, businesses keep them with their internal company records.

Regardless of the state in which you formed your LLC, we can provide a form operating agreement or By-Laws for your business. Normally, the fee to prepare such a comprehensive agreement of this nature would be material. However, your cost would be low very reasonable with us. Draft of Operating Agreement/By-Laws we use are approved by lawyers and will be suitable for the most cases.

Corporate & LLC Kits

After your Corporation is formed, you must observe corporate formalities such as holding annual meetings of shareholders, adopting By-laws and issuing shares of stock in order to maintain the integrity of the Corporation. While LLCs are not required to observe such formalities, good record keeping is essential nonetheless.

 

Our Corporate & LLC Kit includes:

 

  • Personalized Binder: This Sturdy Binder is beautifully detailed with a matching slipcase. Your Corporate or LLC Name will be foil-stamped on the Binder spine;

  • Corporate Seal: This Seal is custom finished to include your Company Name, State and Year of Incorporation, and can be stored inside the Binder in its own carry pouch;

  • 20 Stock/Membership Certificates: These richly designed Certificates come numbered with your Company Name, State of Formation and lithographed on the finest security paper available;

  • Index Tabs: Mylar-coated, easy-to-use tabs;

  • Minutes & By-laws: At no extra charge, your personalized Binder will include 50 handy blank or pre-printed forms as well as the necessary tax materials. These pages are multipurpose and are frequently revised to simplify and organize your records preparation;

  • Transfer Ledger: 8-page alphabetized transfer ledger;

  • Forms: Also included in your Binder are F.I.N. Application Forms, S-election, and Resale Tax Number Forms.

Doing Business as (DBA) Registration

State and local governments usually require companies to register any alternate names under which they do business. Called a Doing Business As (DBA) filing, this action allows your company to legally operate under a trade name, also known as an “assumed” or “fictitious” name.

 

By having a DBA name, it’s possible for sole proprietors and general partners to do business using a name other than the owners’ personal name. In the case of C corporations, S corporations, limited liability companies (LLCs), nonprofits and some other formation types, a DBA filing allows them to do business under a name different than the one that appears on their original incorporation documents.

Tax ID | Federal Employer Identification Number (EIN)

All Corporations and LLCs conducting business in United States are required to obtain an EIN (Tax ID number) from the Internal Revenue Service, file tax returns and, of course, pay taxes.

An EIN is also required in order to open a bank account in the United States.

We can help you prepare the EIN application form (form SS-4) and file it with the IRS.

Register to Do Business in Other State (Foreign Qualification)

Depending on the particular needs of the business, you may expect to transact business outside of the State of Incorporation or LLC Formation. A Corporation or LLC is considered to be domestic only in the State in which it was formed. In all other States, your company will be regarded as a foreign Corporation or LLC.

 

In order to qualify your company to transact business in another State, you must register as a foreign Corporation or LLC in that State.

Failure to qualify as a foreign Corporation in a State in which your company transacts business may include loss of access to that State’s courts and potential fines. We can prepare/file all of the paperwork necessary to qualify your business as a foreign Corporation or LLC in any State.

Certified Copy of Documents Filed with Secretary of State

Business owners may encounter situations where a Certified Copy of their incorporation documents or qualification documents, if the company has registered to transact business in other states, may be required. Additionally, in our busy lives today, it is relatively easy to lose or misplace important documents. Requesting a Certified Copy provides another true copy of your state-filed documents to keep with your company records.

A Certified Copy is a true, exact copy of your company’s incorporation or other state-filed document, as issued by the state and is often used for the following purposes:

  • Replace a lost or misplaced original. It’s critical to keep the original of your formation documents or any other state-filed document with your company records. If the originals are ever lost or misplaced, be sure to request a Certified Copy from the state of formation or qualification;

  • Provide additional proof of authenticity. Many states allow for electronic and/or fax filing of documents. Consequently, the state-approved documents may not look “as official” as you think they should (even though they are official). Having a certified copy sometimes makes business owners feel there’s additional proof of authenticity;

  • Open a bank account. A Certified Copy of your company’s formation documents is often needed in order to open a bank account;

  • Foreign qualification. A Certified Copy or a Certificate of Good Standing are typically required in order to register your company to transact business in another state (foreign qualify).

Annual Report | Franchise Tax Filing

All states require corporations and LLCs to file annual, or in some cases biannual, reports and pay Franchise Taxes. This should be done to keep your business registration in a good standing before specific date set by the state law.

 

Franchise taxes should not be confused with income taxes. Failure to file report and pay Franchise taxes on time will result in penalties and possible administrative dissolution of the entity by state government.

We will timely prepare and file annual report for the clients and submit all required fees to the state government to keep our client’s entities in a good standing.

Filling of Amendments & Name Change

Whenever your business makes fundamental changes to its records, you must notify the Secretary of State by filing what are known as Articles of Amendment (for corporations) and Certificate of Amendment (for LLCs).

State laws require businesses to file an amendment with the Secretary of State any time the specifics of their Articles of Incorporation (for corporations) or Articles of Organization or Certificate of Formation (for LLCs), or Certificate of Authority (for businesses that are ‘qualified’) change.

These can include changes to:

Your business name, Your listed directors or members, The number of stock certificates your company issues, the par value of your company stock, Your business’s purpose,etc.

Business Conversions

When the nature of your business changes, it may present a chance for you to change from one business entity type to another:

 

  • Changing a corporation into a limited liability company (LLC). For example, a C corporation with an owner that is not a US citizen wish to become an LLC to take advantage of pass-through taxation (because the C corporation has an owner that is not a US citizen, it cannot become an S corporation);

  • Changing an LLC to a corporation. For example, the owners of an LLC may wish to seek venture capital funding and therefore wish to become a corporation.

Converting a company from one business type to another requires the business owner to follow the procedure required by the company’s state of incorporation. All tax implications should also be weighed and those obligations satisfied.  For taxation questions, it is best to seek the advice of an accountant or tax advisor.

Our conversion service helps you by:

  • Determining the appropriate process for conversion in the state where your company was formed;

  • Obtaining and preparing appropriate state forms;

  • Submitting your completed conversion forms to appropriate state agencies;

  • Notifying you when the process is complete and shipping any state-approved documents to you.

Legalization of Documents

Legalization is the process of document certification for use outside United States. Legalized copy of the Articles of Incorporation or Articles of Organization is often required to open a bank account in another country for a US-incorporated business. Government of other countries may require legalized copy of corporate documents in order to open representative office, joint venture or subsidiary in other country.

 

Legalization can be done by Apostille, which is a method of certifying a document for use in another country (pursuant to the 1961 Hague Convention) or by certifying documents in Embassy of a particular country. We can obtain Legalizations by Apostille or by an Embassy of the relevant country, as appropriate.

 

Document Retrieval
We offer a complete Document Retrieval Service, including obtaining Certified Copies of filed State documents, Good Standing Certificates, and miscellaneous other such documents.

 

Expedited Service
Depending on the State, the process of Incorporation/LLC Formation can take up to several weeks or longer. If you need your Incorporation or business formation processed right away, many States offer Expedited Services. When you opt for these services, we will instruct the relevant State to process your order immediately and we will deliver your corporate documents by overnight courier. In most cases, your filing will be completed in 7-10 business days.

Registered Agent Services

Just about every State requires that (i) Corporations and LLCs organized under its jurisdiction and (ii) foreign Corporations and LLCs qualified to do business in that State designate a Registered Agent. The Registered Agent is responsible for receiving on behalf of the represented company, and forwarding, official, i.e., governmental, correspondence from the federal and relevant State Governments including service of process, franchise/other tax forms, and annual report forms.

 

The Registered Agent is generally required to be an individual or a Corporation that (i) has a physical address within the relevant State and (ii) is available to accept service of process on behalf of the Corporation or LLC during normal business hours. The Registered Agent’s name and address are included in the Articles of Incorporation and this information is a matter of public record.

 

Company Reinstatement

Reinstatement is the process of returning an inactive or non-compliant company to good standing within a state. C corporations, S corporations and limited liability companies (LLCs) face ongoing state formalities, such as annual reports or statements and their associated filing fees, franchise and/or other state taxes. If a company fails to undertake these steps, it risks falling out of “good standing” in a state.

Companies that are in bad standing long enough risk administrative dissolution or revocation by the state. This should be avoided because when a state administratively dissolves a corporation or LLC or revokes its corporate or LLC status, the benefits of the entity type, such as the limited liability protection provided to owners, are lost.

Reinstatement requires a company to resolve outstanding business compliance issues and submit necessary forms and fees to the state. We will help you through the reinstatement process by:

  • Identifying all steps your business must take to become compliant;

  • Determining outstanding or overdue fees due to the state;

  • Obtaining the forms you must complete as part of reinstatement;

  • Auditing your reinstatement forms for common errors prior to submission;

  • Submitting your completed reinstatement forms to the appropriate state agencies;

  • Notifying you when reinstatement of your company is complete.

Company Dissolution

Regrettably, not all businesses succeed to the level their owners might have once hoped.

Dissolution can be caused in many ways, including the failure to file annual reports or pay certain taxes in the state of incorporation, bankruptcy, or voluntary dissolution by business owners.

 

Why it’s important
If your company is ceasing operations or is no longer in business, filing Articles of Dissolution legally ends your company’s existence in your state of incorporation or in your state of qualification, if you had registered to transact business in another state (foreign qualified).

 

Companies incorporated or foreign qualified in a state face annual report and taxation requirements in that state. Unless the state knows your company is no longer in existence, those obligations will continue. Typically late fees and penalties will continue to accumulate. Dissolving your business with the state will end these obligations.

Back Office Support

Let us assist you with the headaches .... The back office is the portion of a company made up of administration and support personnel who are not client-facing.

Back-office functions include settlements, clearances, record maintenance, regulatory compliance, accounting, IT services, accounting, taxation, labor, and the like.

Doing Business on Amazon

Our Service Package for Amazon FBA (Fulfillment by Amazon) Sellers

We offer the set of services carried out in the following order:

1. Setting up a company of any form of ownership in the US, based on the most favorable tax regime and the lowest cost.
2. Our expert is appointed as an executive director/officer.
3. The Amazon account is opened in the company’s name.
4. The company’s bank account is opened in the US banks, who are partnered with Amazon.
5. Company’s Amazon account, sales, stock, communications with Amazon’s fulfilment centers and anything else, concerning Amazon, are managed by the client.
6. The bank account is managed by our appointed company director. The transfer of funds and account related information are being handled according to the directives from the client.
7. Document flow, accounting and submission of financial and tax reports can be handled by either client or us.
8. Transfer to the Client of all bank account management functions, if the Client decides on independent management of the company. After that, the agreement on the provision of services between our company and the client will be considered fulfilled.

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