Form a New Mexico LLC from China: Complete 2026 Guide

What makes New Mexico worth a look for someone in China: the state fee is $50 on paper ($50 online), and after that the state-level upkeep is $0 ever — New Mexico is one of the only states with no ongoing annual report or annual fee for LLCs. The state levies no tax on LLC income earned outside the state for non-resident owners. New Mexico does not publicly disclose member or manager names in its formation records. None of this changes your China tax position, which sits on top of the US picture, but it does mean New Mexico itself adds little friction. Among the five states we cover, New Mexico is the only one of the five with no annual filing at all.

Founders in mainland China usually form a US LLC to sell to overseas customers, receive US-dollar payments through a US business bank account and run an e-commerce or software business that targets non-Chinese markets. Chinese tax residents are taxed on worldwide income, so the LLC does not take profit outside the Chinese tax system. The practical questions are how China's individual income tax (IIT) rules treat overseas entities you control, what reporting you owe in China, and how money can lawfully move between the US account and China.

Checklist once the EIN letter arrives: (1) Operating Agreement signed and stored; (2) bank account application submitted; (3) Stripe and/or PayPal applications, subject to their own review; (4) there is no New Mexico annual filing to calendar in your calendar; (5) Form 5472 with a pro forma 1120 on the federal calendar. Federal Beneficial Ownership Information reporting is not something you need to do: FinCEN's rule in force since August 14, 2026 permanently exempts all US-formed LLCs.

Choose New Mexico when minimizing ongoing paperwork is the top priority — no annual report, ever, is unique among these five states — and strict privacy matters more to you than name recognition. If your priorities lean another way, compare the other four states first, because moving a New Mexico LLC to another state later means dissolving it and forming a new one.

Forming from China is a five-step job. One: choose and check the name. Two: appoint a registered agent with a physical New Mexico address. Three: file the New Mexico formation documents. Four: obtain the EIN, entering "Foreign" or "N/A" where Form SS-4 asks for an SSN or ITIN; by phone on 267-941-1099 it takes about 45-60 minutes, by fax or mail 4-6 weeks. Five: open the business bank account online. No US trip is needed at any point.

New Mexico gives a Chinese owner the lightest state upkeep: no annual report and no annual fee. That keeps the US side to the federal Form 5472 and pro forma 1120, which leaves more time to resolve the Chinese IIT and foreign-exchange questions.

Here is the first-year budget for a New Mexico LLC owned from China. State filing: $50 ($50 online). Registered agent: typically $100-150 a year, or included in EasyBrise Global Launch at $295 for year one ($149 a year after that). EIN: free if you apply to the IRS yourself. Bank account: usually free at Mercury or Relay. Recurring state requirement: $0 ever — New Mexico is one of the only states with no ongoing annual report or annual fee for LLCs. Most founders land well under $500 all-in for year one.

As a Chinese owner, your recurring dates look like this. State: New Mexico adds no state annual filing at all. Federal: Form 5472 with the pro forma Form 1120 is due on the return due date, April 15 for a calendar-year LLC, extendable with Form 7004. For the one-off EIN call, the IRS line (6 a.m. to 11 p.m. Eastern) is open 6 p.m. to 11 a.m. Chinese time in US daylight time (7 p.m. to noon in US standard time). Put the state date and the federal date in your calendar when the EIN arrives, because a missed Form 5472 carries a $25,000 minimum penalty.

Over five years, the state-level cost of a New Mexico LLC is a $50 filing fee and nothing recurring, so $50 in total, before the registered agent. That makes New Mexico the cheapest of the five states on this measure. The same arithmetic across the five states runs from $50 to $2,110. For a Chinese owner, the bigger variable is not this US state cost but how China's individual income tax rules and foreign-exchange quota apply.

Since 2018 China's individual income tax rules have included controlled-foreign-company provisions aimed at individuals who control entities in low-tax jurisdictions. Whether a US LLC falls inside them is not clear-cut. The question turns on a whitelist-style treatment of countries with comparable tax levels, and whether the United States qualifies for individual owners is a genuine grey area rather than a settled answer. Enforcement against individuals has historically been light, but light enforcement is not the same as legal clarity, so treat the point as open and get Chinese tax advice. On the US side the LLC files Form 5472 and a pro forma Form 1120 each year, with a $25,000 minimum penalty for a missed or incomplete filing.

The reason the whitelist question is unsettled is that the rules were written with companies and low-tax havens in mind, and applying them to an individual who owns a US limited liability company means reading provisions designed for a different fact pattern. A clear answer for the United States has not been published for individual owners. That does not mean the rules are being enforced against founders, and enforcement has historically been light, but it does mean you should record your reasoning and your adviser's advice.

Ask a Chinese tax adviser four things before forming. Does your ownership level engage the IIT controlled-foreign-company provisions? Does the United States count as a comparable-tax jurisdiction for an individual owner? What must you declare and when, and in which form? And how will you lawfully remit profit, given the foreign-exchange quota? Get the answers in writing, because the whitelist point is a grey area.

If you hold more than one passport, the two banks test eligibility differently. Mercury's prohibited-countries list is based on country of residence, not citizenship, so someone living in China is judged on China. Relay's list looks at the citizenship or residency of the business owners. China is on neither list. The question only arises if you also hold citizenship in, or live in, a country that one of the lists does name, in which case check that bank's current page before you apply.