Form a Texas LLC from Vietnam: Complete 2026 Guide

Why do Vietnamese founders look at Texas? Mostly because the state-level side is predictable. The filing fee is $300 ($300 online), the ongoing requirement 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, and the state applies 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. Keep in mind that the state says nothing about how Vietnam taxes you; that depends on Vietnam law and is covered further down this page. What Texas offers is a large home market and a clear no-tax-due threshold.

The case for Texas: 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. The case against is simply that another state may suit your priorities better, and changing states after formation means closing the LLC and starting a new one.

Three things to do straight after formation. First, the paperwork: an Operating Agreement, and a note of the EIN letter's location (if it is lost, ask the IRS for Form 147C). Second, the money side: bank account, then Stripe or PayPal subject to their review. Third, the calendar: 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) and the federal Form 5472 and pro forma 1120. 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.

Mercury's rule is based on where the founder lives, not on nationality. A Vietnamese citizen who lives in another country is judged on that country, and Mercury says such a person may still be eligible after review. Relay looks at citizenship or residency of the owners. If you split your time between countries, decide which country is your residence for each bank before applying, and keep proof.

The IRS international EIN line (267-941-1099) answers from 6 a.m. to 11 p.m. Eastern. Vietnam is on UTC+7 all year with no daylight saving. In US daylight time that window is 5 p.m. to 10 a.m. Vietnamese time, and in US standard time it is 6 p.m. to 11 a.m. A morning call from Vietnam works in both periods. Allow 45-60 minutes.

For a Vietnam-based owner the order of operations is: registered agent first (you need their Texas address for the filing), then the Articles of Organization, then the EIN, then the bank account. The EIN application is Form SS-4; leave the SSN field as "Foreign" or "N/A". Calling the IRS international line (267-941-1099) is the fast route at about 45-60 minutes; faxing or mailing the form takes 4-6 weeks. Once you hold the EIN letter, bank and payment applications can begin.

Texas fits a Vietnamese founder with growing US revenue: no state income tax, and no franchise tax below $2.65 million. The Public Information Report is due every May 15 whether or not 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 Vietnamese owner, the bigger variable is not this US state cost but the outbound-investment and foreign-exchange rules, and the fact that Mercury will not open accounts for founders living in Vietnam.

Budgeting for a Texas LLC from Vietnam? The one-time state fee is $300 ($300 online). Every LLC then needs a registered agent (typically $100-150 a year); the EIN itself costs nothing when you apply to the IRS directly; and Mercury or Relay accounts are usually free. The yearly state-side item 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. Bundled, EasyBrise Global Launch costs $295 for year one with a registered agent included and $149 a year to renew.

The United States and Vietnam signed a double taxation agreement in 2015 and Vietnam ratified it in 2017, but the US never completed ratification, so no treaty is in force. Relief from double taxation therefore rests on Vietnam's domestic rules and on how the US result is documented. Keep copies of the LLC's US filings and any proof of US tax paid for your Vietnamese accountant.

As a Vietnamese 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 5 p.m. to 10 a.m. Vietnamese time in US daylight time (6 p.m. to 11 a.m. 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.

Vietnam has no controlled-foreign-company regime, so owning 50% or more of a foreign company does not by itself trigger deemed-dividend attribution. Tax applies when income is actually distributed rather than as the LLC earns it, and foreign dividends received by a Vietnamese tax resident are typically taxed at a flat 5% under the personal income tax rules. A new Personal Income Tax Law, 109/2025/QH15, took effect on July 1, 2026, so check the current position with a Vietnamese adviser. On the US side the LLC files Form 5472 and a pro forma Form 1120 every year, with a $25,000 minimum penalty for a missed or incomplete filing.

Mercury's prohibited-countries list is based on country of residence, and Vietnam is on it, so a founder who lives in Vietnam cannot open a Mercury account. Mercury says a citizen of a listed country who lives elsewhere may still be eligible after review. Relay's published list, which looks at the citizenship or residency of the owners, does not name Vietnam, so a Relay application is possible, though approval is never guaranteed and the list can change without notice. Check both pages before you apply.