Form a Texas LLC from Portugal: Complete 2026 Guide

What makes Texas worth a look for someone in Portugal: the state fee is $300 on paper ($300 online), and after that the state-level upkeep is $0 franchise tax for LLCs with revenue below the no-tax-due threshold ($2.65 million for the 2026-27 report years), but a Public Information Report (PIR) must still be filed every year by May 15 regardless of revenue — a full franchise tax return is only required above the threshold. The state levies no personal or corporate state income tax. Texas requires a public information report but does not always require individual member names to be listed depending on management structure. None of this changes your Portugal tax position, which sits on top of the US picture, but it does mean Texas itself adds little friction. Among the five states we cover, Texas is the state with the highest upfront fee but a generous no-tax-due threshold.

Choose Texas when you expect meaningful revenue and want a state with no personal or corporate income tax and a straightforward no-tax-due threshold, and you don't mind a higher upfront filing fee. If your priorities lean another way, compare the other four states first, because moving a Texas LLC to another state later means dissolving it and forming a new one.

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) your Texas annual obligation ($0 franchise tax below the $2.65 million no-tax-due threshold, plus a Public Information Report every May 15 regardless of revenue) 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.

Forming from Portugal is a five-step job. One: choose and check the name. Two: appoint a registered agent with a physical Texas address. Three: file the Texas 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.

A Portuguese founder expecting large US revenue may prefer Texas: no state income tax and no franchise tax below $2.65 million. The Public Information Report is due every May 15 even when no tax is owed.

Over five years, the state-level cost of a Texas LLC is a $300 filing fee and nothing recurring, so $300 in total, before the registered agent. That makes Texas the second cheapest of the five states on this measure. The same arithmetic across the five states runs from $50 to $2,110. For a Portuguese owner, the state fee is small beside the question of how Portugal treats the LLC's income, so plan for a written view from a Portuguese accountant before you form.

Here is the first-year budget for a Texas LLC owned from Portugal. State filing: $300 ($300 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 franchise tax for LLCs with revenue below the no-tax-due threshold ($2.65 million for the 2026-27 report years), but a Public Information Report (PIR) must still be filed every year by May 15 regardless of revenue — a full franchise tax return is only required above the threshold. Most founders land well under $500 all-in for year one.

If you are considering a move to Portugal, note that the Non-Habitual Resident regime stopped accepting ordinary new applications from 2024, with a short transitional window that closed on 31 March 2025. Articles that still describe NHR as available are out of date. The replacement, IFICI, has its own annual registration step by 15 January of the year after you become a Portuguese tax resident.

Portugal is not on Mercury's prohibited-countries list, which is based on country of residence, and it is not on Relay's list, which looks at the citizenship and residency of the owners. Both banks run their own reviews, so approval is never guaranteed. Neither bank's published rules restrict international wires involving Portugal. Euros are converted to dollars when you fund the account, so compare the rate and any fee at your Portuguese bank. Portugal takes part in the Common Reporting Standard, so Portuguese banks exchange account information automatically.

As a Portuguese owner, your recurring dates look like this. State: the Texas Public Information Report is due every May 15, even when no franchise tax is owed. 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 11 a.m. to 4 a.m. Portuguese time for most of the year (the gap shrinks to four hours for a few weeks when US and European clock changes fall on different dates). 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.

A comprehensive income tax treaty between the United States and Portugal has been in force since the mid-1990s. It covers dividends, interest, royalties and tie-breaker rules for residency. For a typical founder whose LLC earns only non-US-source income, the treaty changes little in practice because there is usually no US federal income tax for it to reduce. It becomes more relevant if the LLC receives US-source income.

A person who is tax resident in Portugal is taxed on worldwide income. The Non-Habitual Resident regime stopped accepting ordinary new applications from 2024, and the narrower IFICI regime, often called NHR 2.0, replaced it. IFICI is aimed at listed high-value activities such as scientific research, qualified jobs in certified innovation projects and highly qualified roles, and pensions and passive income such as dividends generally fall outside it. Do not assume a freelancer with a US LLC qualifies. Portugal also has controlled-foreign-company rules in its corporate tax code, so ask a Portuguese adviser how your own structure is treated and ask for the answer in writing.

IFICI applies a flat 20 percent rate to qualifying employment and self-employment income and exempts most foreign-source income, but only if you carry on one of the listed activities and keep performing it. Pensions and passive income such as dividends and rent generally fall outside it. A founder running an e-commerce store or a general consulting practice through a US LLC should not assume the regime applies without checking the list.