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North America · WONE Global market

Doing business in the United States

A large federal market where state, sector and regulatory differences can change cross-border work. 1 of 18 services have a WONE Global Partner here. For the others, WONE Global confirms availability on request.

New York · Tuesday 3 November

13:03

Local time

Currency
USD
Working week
Monday – Friday
Commercial centres
New York · California · Texas · Florida
Dialling code
+1
Region
North America

Market guide · Source-checked research

Key rules for doing business in the United States

The United States is a federal system: company formation, corporate franchise taxes, sales tax and much employment law are set by each of the 50 states, while federal law governs income tax, payroll taxes, immigration, customs and foreign investment screening. Most foreign groups enter through a state-law corporation or LLC, often in Delaware, and face federal reporting rather than a general investment approval. The federal corporate income tax rate is 21%, with state taxes on top, and US-source passive income paid abroad is taxed at 30% unless a treaty reduces it. Since 14 August 2026, BOI reporting to FinCEN applies only to foreign-formed entities registered to do business in a state.

Full guide · Source-checked research100% of statements checked against a source127 checked against an official source2 checked against a secondary sourceChecked 2026-10-19Not yet professionally reviewed

Overview

The essentials at a glance

The legal system is common law at both federal and state level. A business usually deals with three layers of government: federal agencies (for example the IRS for income and payroll taxes and FinCEN for anti-money-laundering rules), the state where the entity is formed, and each state and locality where it has employees, property or sales. Choosing Delaware for formation does not avoid the rules of the states where the business actually operates.

For a foreign investor the federal touchpoints at entry are mostly reporting obligations: an EIN from the IRS, a mandatory BE-13 survey to the Bureau of Economic Analysis within 45 days of investing, BOI reporting if the investor operates through a foreign entity registered in a state, and, in sensitive sectors or for foreign-government investors, review by CFIUS.

This part of the guide covers establishment, tax, people, regulatory, banking and trade. Coverage of regulatory, banking and trade is incomplete; the gaps listed in each area should be read before relying on it.

Key facts

Federal corporate income tax
21% of taxable income (state taxes additional)
Withholding on US-source FDAP income paid abroad
30% or lower treaty rate
BOI reporting to FinCEN
Foreign-formed entities registered in a US state only; US companies exempt (final rule effective 14 August 2026)
BEA BE-13 survey
Mandatory, within 45 days of a new foreign investment
Delaware corporation minimum franchise tax
$175 (Authorized Shares Method) or $400 (Assumed Par Value Capital Method), due 1 March
Federal minimum wage
$7.25 per hour (higher state or city rate applies)
Social security tax (2026)
6.2% employer and 6.2% employee, wages up to $184,500

Entry, investment and company formation

13 statements, checked against sources

Companies are formed under state law, and most foreign groups use a corporation or LLC formed in a state such as Delaware, then register in each other state where they operate. Federal obligations at entry are mainly reporting: an EIN, a mandatory BE-13 survey within 45 days and, for foreign-formed entities registered in a state, a BOI report to FinCEN within 30 days. CFIUS review is largely voluntary but mandatory for some foreign-government and critical-technology deals.

How it works, step by step

  1. Choose the state of formation and entity type; optionally reserve the name (Delaware: $75, held for 120 days)1State registry (Delaware Division of Corporations)
  2. Appoint a registered agent with a street address in the state2State registry (Delaware Division of Corporations)
  3. File the certificate of incorporation or formation3State registry (Delaware Division of Corporations)
  4. Obtain an EIN (by phone, fax or mail if the principal place of business is outside the US)4Internal Revenue Service
  5. File the BE-13 survey within 45 days of establishing or acquiring the US business5Bureau of Economic Analysis
  6. Register as a foreign entity in each other state where the business operates6Registry of each state concerned
  7. If operating through a foreign-formed entity registered in a state, file the BOI report within 30 calendar days78FinCEN
  8. Assess whether a CFIUS declaration is mandatory or a voluntary filing is advisable9CFIUS (US Department of the Treasury, chair)

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Certificate of incorporation (corporation) or certificate of formation (LLC)
  • Registered agent appointment and Delaware street address
  • Form SS-4 application for an EIN
  • BEA Form BE-13 (or claim for exemption)
  • Certificate of existence from the home jurisdiction, for foreign qualification of an entity formed elsewhere
  • BOI report and beneficial owner identification details (foreign reporting companies only)

Common mistakes

  • Filing a BOI report for a US-formed subsidiary, or, conversely, overlooking BOI reporting when the foreign parent registers itself in a state as a branch.
  • Assuming Delaware formation is enough and not registering in the states where staff, offices or customers actually are.
  • Missing the Delaware franchise tax and annual report on 1 March, or not checking which calculation method produces the lower figure.
  • Missing the 45-day BE-13 deadline because no US approval was needed and the survey was not on the checklist.
  • Trying to obtain an EIN online when the principal place of business is outside the US, which delays bank account opening and payroll.
Still to be confirmed · 6
  • Delaware statutory rules on minimum number and residency of directors (8 Del. C. s.141) could not yet be checked; the conclusion that there is no residency requirement rests on the absence of one on the Division pages reviewed.
  • Delaware formation filing fees were not stated on the pages opened (they are on a separate forms page).
  • Whether FinCEN's final rule altered the 30-day deadline for foreign reporting companies is not expressly stated; FinCEN says it imposes no additional requirements. BOI penalty amounts were not confirmed.
  • Rules in states other than Delaware (formation, foreign qualification, annual reports and fees) were not researched and differ.
  • Sector-specific foreign ownership limits (for example communications, aviation, maritime, banking and nuclear) were not confirmed.
  • The FinCEN BOI home page was rate-limited on later attempts; content above reflects the version read on 18 October 2026 (page dated 11 August 2026).

Who handles this in the United StatesCorporate & Entity ServicesGovernment & Regulatory AffairsRisk, Compliance & Financial IntegrityTax & International Structuring

Read the full guide: Entry, investment and company formation →

Sources for this topic · 9
  • Financial Crimes Enforcement Network (FinCEN), US Department of the Treasury — Beneficial Ownership Information ReportingChecked against an official source · checked 2026-10-18 · 2 statements
  • Financial Crimes Enforcement Network (FinCEN), US Department of the Treasury — FinCEN Permanently Ends Beneficial Ownership Reporting Requirements for Millions of Small Business Owners (news release, 11 August 2026)Checked against an official source · checked 2026-10-18 · 1 statement
  • Financial Crimes Enforcement Network (FinCEN), US Department of the Treasury — Final Rule: Questions and Answers (beneficial ownership information reporting)Checked against an official source · checked 2026-10-18 · 1 statement
  • State of Delaware, Division of Corporations — How to Form a New Business EntityChecked against an official source · checked 2026-10-18 · 3 statements
  • State of Delaware (Delaware Corporate Law site) — Forming a Delaware CorporationChecked against an official source · checked 2026-10-18 · 1 statement
  • State of Delaware, Division of Corporations — Frequently Asked QuestionsChecked against an official source · checked 2026-10-18 · 2 statements
  • Internal Revenue Service (IRS) — Employer identification numberChecked against an official source · checked 2026-10-18 · 1 statement
  • US Bureau of Economic Analysis (BEA) — International Surveys: Foreign Direct Investment in the United StatesChecked against an official source · checked 2026-10-18 · 1 statement
  • Committee on Foreign Investment in the United States (CFIUS), US Department of the Treasury — CFIUS OverviewChecked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

13 statements on entry, investment and company formation in the United States

Tax, accounting and reporting

11 statements, checked against sources

Federal corporate income tax is 21% for US corporations and for a foreign corporation's income effectively connected with a US business, with state corporate taxes on top. US-source passive income such as dividends, interest and royalties paid to foreign persons is taxed at 30% unless the Code or a treaty reduces it. There is no federal VAT or GST; sales and use taxes are imposed by states and localities. Foreign-owned companies have specific information returns, notably Form 5472, with a $25,000 penalty for failure.

Documents usually needed

  • Form 1120 (US corporation) or Form 1120-F (foreign corporation)
  • Form 5472 for related-party transactions (with a pro forma Form 1120 for a foreign-owned disregarded entity)
  • Form W-8BEN-E from foreign recipients of US-source payments
  • Form 1042 annual withholding return
  • State corporate income or franchise tax returns and sales tax registrations, as applicable

Common mistakes

  • Not filing Form 5472 for a single-member LLC owned by a foreign parent because the LLC itself pays no federal income tax.
  • Applying a treaty rate to dividends, interest or royalties without valid documentation from the recipient.
  • Treating the absence of a federal VAT as meaning no indirect tax: state and local sales tax obligations can arise in many states.
  • Budgeting only the 21% federal rate and leaving out state corporate taxes.
  • Using the Form 1120 deadline for a branch without a US office, whose Form 1120-F is due two months later, or vice versa.
Still to be confirmed · 8
  • Branch profits tax (rate and treaty reductions) was not confirmed; the IRS pages opened did not state it.
  • US position on Pillar Two global minimum tax rules was not confirmed against an official source.
  • Specific international changes under Public Law 119-21 (for example to BEAT, GILTI and FDII) were not extracted.
  • State corporate income tax rates, including Delaware's, and state sales tax rules (rates, economic nexus thresholds) were not confirmed; Delaware's treatment of sales tax was not confirmed.
  • Transfer pricing documentation and penalty rules (sections 482 and 6662) could not yet be checked.
  • CAMT size threshold not confirmed on the page opened.
  • Accounting standards and statutory audit or financial statement filing requirements for private companies were not confirmed; SEC requirements for public companies were not researched.
  • Form 1042 filing deadline and the US treaty list (IRS A to Z page) could not yet be checked.

Who handles this in the United StatesTax & International StructuringAccounting, Reporting & Statutory CompliancePayments, Foreign Exchange & Settlement

Read the full guide: Tax, accounting and reporting →

Sources for this topic · 7
  • Internal Revenue Service (IRS) — Publication 542 (01/2024), CorporationsChecked against an official source · checked 2026-10-18 · 3 statements
  • Internal Revenue Service (IRS) — Instructions for Form 1120 (2025), U.S. Corporation Income Tax ReturnChecked against an official source · checked 2026-10-18 · 1 statement
  • Internal Revenue Service (IRS) — Foreign corporation Form 1120-F filing responsibilitiesChecked against an official source · checked 2026-10-18 · 2 statements
  • Internal Revenue Service (IRS) — Fixed, determinable, annual, or periodical (FDAP) incomeChecked against an official source · checked 2026-10-18 · 1 statement
  • Internal Revenue Service (IRS) — International businessChecked against an official source · checked 2026-10-18 · 1 statement
  • Internal Revenue Service (IRS) — Instructions for Form 5472Checked against an official source · checked 2026-10-18 · 2 statements
  • Internal Revenue Service (IRS) — NRA withholdingChecked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

11 statements on tax, accounting and reporting in the United States

Employment, payroll and mobility

10 statements, checked against sources

Federal law sets a floor for employment: a $7.25 minimum wage, overtime under the Fair Labor Standards Act, unpaid family and medical leave for eligible staff, and payroll taxes. States and cities often go further, with higher minimum wages, their own leave rules and wrongful discharge laws. Employers must verify every new hire's right to work on Form I-9 and withhold social security and Medicare tax. Work visas for foreign staff are a federal matter and were not confirmed.

How it works, step by step

  1. Obtain an EIN before running payroll4Internal Revenue Service
  2. Complete Form I-9 for each new hire to verify eligibility to work10Employer, using USCIS Form I-9
  3. Collect a 2026 Form W-4 from each new employee and withhold federal income tax, social security and Medicare111213Employer; Internal Revenue Service

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Form I-9 (Employment Eligibility Verification) for each employee
  • Form W-4 for each employee
  • Written offer letter or employment agreement reflecting state law
  • State withholding and unemployment insurance registrations (state-specific)

Common mistakes

  • Paying the federal minimum wage where the state or city rate is higher.
  • Skipping or delaying Form I-9 for US-citizen hires on the assumption it only applies to foreign nationals.
  • Engaging long-term workers as contractors without checking classification.
  • Using a single national termination process without checking state wrongful discharge laws.
  • Forgetting that the social security wage base changes each year.
Still to be confirmed · 6
  • Work visas (for example H-1B, L-1 and E-2) were not confirmed, including any current changes to H-1B fees or selection; Department of Labor and USCIS pages were rate-limited during research.
  • FMLA employer threshold, eligibility conditions and length of leave were not confirmed (Department of Labor employer guide could not yet be checked).
  • WARN Act notice requirements for mass layoffs were not confirmed.
  • FUTA rate and wage base, state unemployment insurance, and the Additional Medicare Tax threshold were not confirmed.
  • At-will employment and state paid leave rules were not confirmed and vary by state.
  • Social security totalisation agreements were not researched.

Who handles this in the United StatesEmployment, Payroll & MobilityTax & International StructuringRisk, Compliance & Financial Integrity

Read the full guide: Employment, payroll and mobility →

Sources for this topic · 5
  • USAGov (official US federal government information portal) — Minimum wageChecked against an official source · checked 2026-10-18 · 1 statement
  • USAGov (official US federal government information portal) — Wage lawsChecked against an official source · checked 2026-10-18 · 2 statements
  • Internal Revenue Service (IRS) — Publication 15 (2026), (Circular E), Employer's Tax GuideChecked against an official source · checked 2026-10-18 · 5 statements
  • USAGov (official US federal government information portal) — The Family and Medical Leave Act for workers and employersChecked against an official source · checked 2026-10-18 · 1 statement
  • USAGov (official US federal government information portal) — Termination of employmentChecked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

10 statements on employment, payroll and mobility in the United States

Licensing, sector rules and property

13 statements, checked against sources

There is no single US business licence: regulated activities are licensed by federal agencies, states, localities or several at once, and some federal regimes cap foreign ownership, notably communications licences and air carriers. Selling to the federal government requires an active SAM.gov registration. For foreign owners of US real estate, rents bear 30% withholding unless treated as effectively connected, gains are taxed as effectively connected income, and buyers generally withhold 15% of the price under FIRPTA. Agricultural land deals can draw the Department of Agriculture into CFIUS review, and states add their own rules.

How it works, step by step

  1. Map federal, state and local licences for the planned activity and check any foreign ownership limits1415Sector regulators (for example FCC, Department of Transportation); state agencies
  2. Register in SAM.gov and obtain a Unique Entity ID before bidding for federal work16General Services Administration (SAM.gov)
  3. On a purchase from a foreign seller, withhold under FIRPTA unless an exception applies, and file Forms 8288 and 8288-A1718Internal Revenue Service

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Sector licence applications to the relevant federal agency and state regulator
  • Ownership and control analysis for licences with foreign ownership limits
  • SAM.gov registration and Unique Entity ID
  • CFIUS declaration or notice where required or advisable
  • Form W-8BEN-E for foreign recipients of US rental income
  • FIRPTA Forms 8288 and 8288-A, or a non-foreign certification or IRS withholding certificate

Common mistakes

  • Assuming a state-level licence covers activities that also need a federal licence, or the reverse.
  • Structuring investment in a telecoms or aviation business without checking statutory foreign ownership and control limits.
  • Letting a SAM.gov registration lapse during a bid or while awaiting payment.
  • Acquiring US real estate without modelling tax on rents and on eventual sale, including 15% FIRPTA withholding on the gross price.
  • Overlooking CFIUS and state rules when buying agricultural land or property near sensitive sites.
Still to be confirmed · 5
  • Foreign ownership limits in maritime (Jones Act), nuclear, banking, energy and defence sectors were not confirmed; the FCC's process for approving foreign ownership above the benchmarks was not confirmed because the FCC page could not yet be checked.
  • Federal domestic preference rules (Buy American, Trade Agreements Act) and SAM.gov requirements specific to entities outside the US were not researched.
  • Federal and state incentives (for example Opportunity Zones, CHIPS-related programmes, state grants) were not researched.
  • AFIDA reporting of foreign-held agricultural land and state agricultural land restrictions were not confirmed; the FIRPTA deposit deadline for withheld tax was not stated on the pages read.
  • CFIUS jurisdiction over real estate near military installations is reserved for part B.

Who handles this in the United StatesGovernment & Regulatory AffairsTax & International StructuringTransactions & Deals

Read the full guide: Licensing, sector rules and property →

Sources for this topic · 10
  • Committee on Foreign Investment in the United States (CFIUS), US Department of the Treasury — CFIUS OverviewChecked against an official source · checked 2026-10-18 · 2 statements
  • Internal Revenue Service (IRS) — Effectively connected income (ECI)Checked against an official source · checked 2026-10-18 · 1 statement
  • Internal Revenue Service (IRS) — Fixed, determinable, annual, or periodical (FDAP) incomeChecked against an official source · checked 2026-10-18 · 1 statement
  • Internal Revenue Service (IRS) — FIRPTA WithholdingChecked against an official source · checked 2026-10-19 · 2 statements
  • Internal Revenue Service (IRS) — Exceptions from FIRPTA WithholdingChecked against an official source · checked 2026-10-19 · 1 statement
  • General Services Administration (SAM.gov) — Entity RegistrationChecked against an official source · checked 2026-10-19 · 1 statement
  • Legal Information Institute, Cornell Law School — 47 US Code 310 - License ownership restrictionsChecked against an official source · checked 2026-10-19 · 2 statements
  • Legal Information Institute, Cornell Law School — 49 US Code 41102 - General, temporary, and charter air transportation certificatesChecked against an official source · checked 2026-10-19 · 1 statement
  • Legal Information Institute, Cornell Law School — 49 US Code 40102 - DefinitionsChecked against an official source · checked 2026-10-19 · 1 statement
  • Federal Aviation Administration (FAA) — Register an AircraftChecked against an official source · checked 2026-10-19 · 1 statement

Questions on this topic

13 statements on licensing, sector rules and property in the United States

Banking, payments and repatriation

10 statements, checked against sources

Bank onboarding is governed by federal anti-money-laundering rules: banks must collect identifying information before opening an account and identify and verify a company's beneficial owners, with 2026 FinCEN relief allowing this once rather than at every new account. Cash transactions above 10,000 US dollars, cross-border movements of currency above 10,000 US dollars and foreign accounts held by US persons are reported. Deposits are insured by the FDIC up to 250,000 US dollars per depositor, per bank, per ownership category. Dividends paid abroad bear 30% withholding unless a treaty reduces it, and OFAC sanctions can freeze payments touching blocked parties.

How it works, step by step

  1. Obtain an EIN4Internal Revenue Service
  2. Provide name, address and identification numbers for the company and identity documents for its 25 percent owners and a control person1920US bank
  3. Provide Form W-8BEN-E where the account holder or payee is a foreign entity21US bank
  4. Diary the annual FBAR if the US company holds accounts abroad22FinCEN (BSA E-Filing)

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Certificate of incorporation or formation
  • IRS EIN confirmation
  • Ownership chart down to individuals holding 25 percent or more, and details of one control person
  • Passport or other government identification for beneficial owners and signatories
  • Form W-8BEN-E (foreign entities)
  • Board resolution authorising the account and signatories

Common mistakes

  • Leaving the EIN application until after formation, delaying the bank account.
  • Assuming the August 2026 narrowing of FinCEN beneficial ownership reporting removes bank-level beneficial ownership checks; it does not.
  • Keeping large operating balances at a single bank without regard to the 250,000 US dollar FDIC limit per ownership category.
  • Forgetting the FBAR when a US subsidiary is added to a group bank account held abroad.
  • Paying dividends abroad without the recipient's treaty documentation in place.
Still to be confirmed · 4
  • Exchange controls: the absence of general exchange controls was not confirmed against an official source (the IMF AREAER could not yet be checked).
  • Federal and state rules on bank chartering and state money transmitter licensing for payment businesses were not researched.
  • Treasury International Capital (TIC) and BEA reporting of cross-border financial flows by businesses, beyond the BE-13 survey, were not researched.
  • FinCEN's April 2026 proposed rule on AML/CFT programme requirements was identified but not read; its effect on onboarding is unknown.

Who handles this in the United StatesBanking & Capital AccessPayments, Foreign Exchange & SettlementRisk, Compliance & Financial IntegrityTax & International Structuring

Read the full guide: Banking, payments and repatriation →

Sources for this topic · 9
  • Internal Revenue Service (IRS) — NRA withholdingChecked against an official source · checked 2026-10-18 · 2 statements
  • Office of the Federal Register (eCFR) — 31 CFR 1020.220 Customer identification program requirements for banksChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 31 CFR 1010.230 Beneficial ownership requirements for legal entity customersChecked against an official source · checked 2026-10-19 · 1 statement
  • Financial Crimes Enforcement Network (FinCEN) — Exceptive Relief from Requirement to Identify and Verify Beneficial Owners at Each Account Opening (FIN-2026-R001)Checked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 31 CFR 1010.311 Filing obligations for reports of transactions in currencyChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 31 CFR 1010.340 Reports of transportation of currency or monetary instrumentsChecked against an official source · checked 2026-10-19 · 1 statement
  • Internal Revenue Service (IRS) — Report of Foreign Bank and Financial Accounts (FBAR)Checked against an official source · checked 2026-10-19 · 1 statement
  • Federal Deposit Insurance Corporation (FDIC) — Understanding Deposit InsuranceChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 31 CFR 501.603 Reports of blocked propertyChecked against an official source · checked 2026-10-19 · 1 statement

Questions on this topic

10 statements on banking, payments and repatriation in the United States

Customs, tariffs and export controls

19 statements, checked against sources

Customs, tariffs and export controls are entirely federal: CBP runs entry and collection through its ACE system, the USITC maintains the tariff schedule, and the Commerce Department's BIS controls exports. Tariff policy changed sharply in 2026: the Supreme Court ruled on 20 February that IEEPA does not authorise tariffs, IEEPA duties were ended and are being refunded through litigation, and the administration has moved to other statutes, including a Section 122 surcharge, new Section 232 actions and Section 301 tariffs. The duty-free de minimis exemption for low-value shipments remains suspended and is abolished by statute from 1 July 2027. Duty rates must be checked against the tariff schedule in force on the date of entry.

How it works, step by step

  1. Decide who will act as importer of record and appoint a licensed customs broker if needed23Importer; licensed customs broker
  2. Classify each product in the current HTSUS and, where uncertain, request a written ruling2425US International Trade Commission (schedule); CBP (rulings)
  3. Obtain a single-entry or continuous customs bond26Approved surety; CBP
  4. Set up ACE access to file entries, view statements and request any IEEPA refunds2728CBP
  5. Check additional duties in force on the date of entry and any free trade agreement claim29303132CBP; USTR; Department of Commerce
  6. Classify exports, software and technology under the EAR before shipping or sharing3334Bureau of Industry and Security

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Commercial invoice and packing list
  • Customs bond (CBP Form 301) and customs broker power of attorney
  • Tariff classification analysis and any CBP ruling
  • USMCA certification of origin with the nine Annex 5-A data elements, or the equivalent for another agreement
  • Export classification (ECCN or EAR99) for goods, software and technology
  • ACE Portal account records for entries and refund requests

Common mistakes

  • Pricing contracts on duty rates from an earlier year; the 2026 schedule had reached Revision 21 by October.
  • Assuming the end of IEEPA tariffs means lower duty overall; Section 122, 232 and 301 measures may apply instead.
  • Building an e-commerce model on duty-free de minimis parcels, which are suspended and will be abolished from 1 July 2027.
  • Claiming USMCA or other preference without a compliant certification of origin and rules-of-origin analysis.
  • Overlooking deemed exports when foreign employees or visiting group staff access controlled technology or source code.
Still to be confirmed · 7
  • Whether the Section 122 surcharge expired on 24 July 2026 or was extended or replaced was not confirmed on a CBP page; a Federal Register search found no extension.
  • Current Section 232 rates and product scope (steel, aluminium, copper, autos, lumber, semiconductors and others) and current Section 301 rates on Chinese goods were not confirmed; official pages read list investigations but not current rates.
  • The effective date and exempt-product annex of the July 2026 Section 301 action on 60 economies, and the status of country-specific Canadian duties announced in July to September 2026, could not yet be checked.
  • Outcome of the 2026 USMCA joint review was not found on an official page.
  • Product conformity regimes administered by partner government agencies (for example FDA, CPSC, FCC, USDA) were not researched.
  • ITAR (State Department) controls on defence articles, BIS Entity List and end-use controls, and export filing (EEI) thresholds were not confirmed.
  • Importer Security Filing for ocean cargo and CBP's September 2026 proposal on heightened import disclosures were not researched in detail.

Who handles this in the United StatesTrade, Customs & Supply ChainRisk, Compliance & Financial IntegrityGovernment & Regulatory Affairs

Read the full guide: Customs, tariffs and export controls →

Sources for this topic · 19
  • US Customs and Border Protection (CBP) — Automated Commercial EnvironmentChecked against an official source · checked 2026-10-19 · 1 statement
  • Legal Information Institute, Cornell Law School — 19 US Code 1484 - Entry of merchandiseChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 19 CFR 143.21 Merchandise eligible for informal entryChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 19 CFR 142.4 Bond requirements at the time of entryChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 19 CFR 177.1 General ruling practice and definitionsChecked against an official source · checked 2026-10-19 · 1 statement
  • US International Trade Commission (USITC) — Harmonized Tariff InformationChecked against an official source · checked 2026-10-19 · 1 statement
  • Supreme Court of the United States — Opinions of the Court, 2025 termChecked against an official source · checked 2026-10-19 · 1 statement
  • Executive Office of the President (Federal Register document 2026-03832) — Ending Certain Tariff ActionsChecked against an official source · checked 2026-10-19 · 1 statement
  • US Customs and Border Protection (Federal Register document 2026-20228) — Agency Information Collection Activities; Court-Ordered Refunds Under the International Emergency Economic Powers Act WorksheetChecked against an official source · checked 2026-10-19 · 1 statement
  • Executive Office of the President (Federal Register document 2026-03824) — Imposing a Temporary Import Surcharge To Address Fundamental International Payments ProblemsChecked against an official source · checked 2026-10-19 · 1 statement
  • Executive Office of the President (Federal Register document 2026-03829) — Continuing the Suspension of Duty-Free De Minimis Treatment for All CountriesChecked against an official source · checked 2026-10-19 · 1 statement
  • US Customs and Border Protection (Federal Register document 2026-12670) — Indefinite Suspension of the De Minimis Exemption for Merchandise Arriving Through All Modes Other Than the International Postal NetworkChecked against an official source · checked 2026-10-19 · 1 statement
  • US Customs and Border Protection (Federal Register document 2026-12669) — Indefinite Suspension of the De Minimis Exemption for Mail Shipments and New Postal Informal Entry ProcessChecked against an official source · checked 2026-10-19 · 1 statement
  • Bureau of Industry and Security (BIS), US Department of Commerce — Section 232 InvestigationsChecked against an official source · checked 2026-10-19 · 1 statement
  • Executive Office of the President (Federal Register document 2026-15274) — Actions by the United States in the Investigations Under Section 301 of the Trade Act of 1974 of the Acts, Policies, and Practices of 60 Economies Related to the Failure of Each Economy To Impose and Effectively Enforce a Prohibition on the Importation of Goods Produced With Forced LaborChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the United States Trade Representative (USTR) — Free Trade AgreementsChecked against an official source · checked 2026-10-19 · 1 statement
  • US Customs and Border Protection (CBP) — United States-Mexico-Canada Agreement (USMCA)Checked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 15 CFR 734.3 Items subject to the EARChecked against an official source · checked 2026-10-19 · 1 statement
  • Office of the Federal Register (eCFR) — 15 CFR 734.13 ExportChecked against an official source · checked 2026-10-19 · 1 statement

Questions on this topic

19 statements on customs, tariffs and export controls in the United States

Data protection, cross-border data and cybersecurity

12 statements, checked against sources

The United States has no single national privacy law of the GDPR type. Federal rules are sector-based and security-driven, while a growing number of states, led by California, have their own consumer privacy laws. For foreign-owned businesses the main federal data issue is the Department of Justice Data Security Program, which controls access to Americans' bulk sensitive data by certain countries and their nationals.

How it works, step by step

  1. Map which state privacy laws apply by revenue, volume of residents' data and data-selling activity35State attorneys general and, in California, the California Privacy Protection Agency
  2. Screen counterparties, investors, vendors and staff for countries of concern and covered persons, and measure data volumes against bulk thresholds3637US Department of Justice, National Security Division
  3. Put CISA security requirements and the due-diligence and audit programme in place for any restricted transaction3839US Department of Justice; CISA
  4. Prepare a multi-state breach response plan and, if listed, an SEC materiality assessment process4041State regulators; US Securities and Exchange Commission

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Privacy notice meeting California and other applicable state requirements
  • Data inventory showing categories and volumes of US personal data
  • Data Security Program screening records, data compliance programme and audit reports for restricted transactions
  • Risk assessments and cybersecurity audit documents where California regulations apply
  • Incident response plan covering state breach notices and any SEC filing

Common mistakes

  • Assuming GDPR compliance covers US obligations; state laws use different definitions, opt-out rights and notice rules.
  • Treating the DOJ Data Security Program as only a China issue; it also covers Cuba, Iran, North Korea, Russia and Venezuela and persons linked to them.
  • Overlooking intra-group access, such as offshore engineering or support staff who are covered persons, under the restricted-transaction rules.
  • Ignoring the 'sharing' of data for cross-context behavioural advertising, which California treats separately from sale.
  • Waiting for a forensic report before starting the SEC materiality assessment; the four-day clock runs from the materiality decision.
Still to be confirmed · 6
  • The current inflation-adjusted CCPA revenue threshold was not confirmed on an official page.
  • The number and list of states with comprehensive consumer privacy laws in force at October 2026 was not confirmed on an official source.
  • Phased compliance dates in California's 2026 regulations on risk assessments, cybersecurity audits and automated decision-making could not yet be checked.
  • Federal sector laws (health, financial, children's privacy) and Federal Trade Commission enforcement were not separately source-checked.
  • Status of the CIRCIA final rule should be re-checked; the CISA page wording appears dated.
  • The Protecting Americans' Data from Foreign Adversaries Act 2024 (data brokers) was not source-checked.

Who handles this in the United StatesTechnology, Data & CyberLegal & Contracting · Frederick Miles AdlerRisk, Compliance & Financial IntegrityGovernment & Regulatory Affairs

Read the full guide: Data protection, cross-border data and cybersecurity →

Sources for this topic · 10
  • State of California Department of Justice, Office of the Attorney General — California Consumer Privacy Act (CCPA)Checked against an official source · checked 2026-10-18 · 3 statements
  • California Privacy Protection Agency — CCPA Updates, Cybersecurity Audits, Risk Assessments, Automated Decisionmaking Technology (ADMT), and Insurance RegulationsChecked against an official source · checked 2026-10-18 · 1 statement
  • National Conference of State Legislatures — Security Breach Notification LawsChecked against a secondary source · checked 2026-10-18 · 1 statement
  • US Department of Justice, National Security Division — Data SecurityChecked against an official source · checked 2026-10-18 · 1 statement
  • Office of the Federal Register (eCFR) — 28 CFR 202.601 Determination of countries of concernChecked against an official source · checked 2026-10-18 · 1 statement
  • Office of the Federal Register (eCFR) — 28 CFR 202.205 BulkChecked against an official source · checked 2026-10-18 · 1 statement
  • Office of the Federal Register (eCFR) — 28 CFR 202.301 Prohibited data-brokerage transactionsChecked against an official source · checked 2026-10-18 · 1 statement
  • Office of the Federal Register (eCFR) — 28 CFR 202.401 Authorization to conduct restricted transactionsChecked against an official source · checked 2026-10-18 · 1 statement
  • US Securities and Exchange Commission — SEC Adopts Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure by Public Companies (press release 2023-139)Checked against an official source · checked 2026-10-18 · 1 statement
  • Cybersecurity and Infrastructure Security Agency (CISA) — Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)Checked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

12 statements on data protection, cross-border data and cybersecurity in the United States

Intellectual property: trademarks, patents, copyright and trade secrets

11 statements, checked against sources

Patents and federally registered trademarks are handled by the US Patent and Trademark Office, and copyright registration by the US Copyright Office. US trademark rights are tied to use in commerce, foreign-domiciled applicants need a qualified US attorney, and copyright registration is a practical precondition for full remedies. The United States is party to the Madrid Protocol and the Patent Cooperation Treaty.

How it works, step by step

  1. Clear and file trademark applications, on a use or intent-to-use basis, through a qualified US attorney if domiciled abroad4243US Patent and Trademark Office
  2. File a statement of use once the mark is in use, before the deadline in the notice of allowance42US Patent and Trademark Office
  3. Register copyright in key published works within three months of publication44US Copyright Office
  4. File patent applications, using the PCT route where several countries are targeted4546US Patent and Trademark Office; WIPO

No timings or fees are shown unless an official source states them.

Documents usually needed

  • Specimens showing use of the mark in US commerce
  • Power of attorney or appointment of a qualified US trademark attorney
  • Copyright registration certificates for key works
  • IP assignment and confidentiality agreements with employees and contractors
  • Licence agreements recorded with the relevant office where appropriate

Common mistakes

  • Relying on a home-country registration or a Madrid designation without using the mark in the United States.
  • Missing the statement-of-use deadline on an intent-to-use application, which leads to abandonment.
  • Delaying copyright registration and losing statutory damages and attorney's fees.
  • Publishing an invention and relying on the US grace period while also needing patents in countries that require absolute novelty.
  • Weak confidentiality measures, which can undermine a trade secret claim.
Still to be confirmed · 4
  • USPTO and Copyright Office fees were not researched and change periodically.
  • Customs recordation of trademarks and copyrights with US Customs and Border Protection was not source-checked.
  • Membership of the Paris Convention, Berne Convention and Hague Agreement for designs was not separately source-checked.
  • State trade secret and common-law trademark rules vary by state and were not reviewed.

Who handles this in the United StatesIntellectual Property & Brand ProtectionLegal & Contracting · Frederick Miles AdlerDisputes & Resolution

Read the full guide: Intellectual property: trademarks, patents, copyright and trade secrets →

Sources for this topic · 11
  • Legal Information Institute, Cornell Law School — 15 US Code 1051 - Application for registration; verificationChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 37 CFR 2.11 - Applicants, registrants, or parties to a proceeding whose domicile is not located within the United States or its territoriesChecked against an official source · checked 2026-10-18 · 1 statement
  • World Intellectual Property Organization (WIPO) — WIPO-Administered Treaties: Contracting Parties, Madrid ProtocolChecked against an official source · checked 2026-10-18 · 1 statement
  • United States Patent and Trademark Office — Madrid ProtocolChecked against an official source · checked 2026-10-18 · 1 statement
  • World Intellectual Property Organization (WIPO) — WIPO-Administered Treaties: Contracting Parties, Patent Cooperation TreatyChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 35 US Code 154 - Contents and term of patent; provisional rightsChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 35 US Code 102 - Conditions for patentability; noveltyChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 17 US Code 411 - Registration and civil infringement actionsChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 17 US Code 412 - Registration as prerequisite to certain remedies for infringementChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 18 US Code 1836 - Civil proceedingsChecked against an official source · checked 2026-10-18 · 1 statement
  • United States International Trade Commission — About Section 337Checked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

11 statements on intellectual property: trademarks, patents, copyright and trade secrets in the United States

M&A, merger control, foreign investment screening and restructuring

12 statements, checked against sources

Deals in the United States are shaped by three federal filters: Hart-Scott-Rodino merger notification to the FTC and DOJ, national security review by CFIUS for foreign buyers, and, for US investors going outward, Treasury's outbound investment rules. Company law, takeovers of private companies and most deal mechanics are governed by the law of the state of incorporation, so federal clearances sit on top of state-law processes.

How it works, step by step

  1. Test the deal against the 2026 HSR thresholds and exemptions4748Federal Trade Commission Premerger Notification Office
  2. File HSR notifications and pay the fee; observe the waiting period before closing4950Federal Trade Commission and Department of Justice Antitrust Division
  3. Assess CFIUS jurisdiction and whether a mandatory declaration is required; file at least 30 days before closing if so51Committee on Foreign Investment in the United States (chaired by Treasury)
  4. Respond to the CFIUS assessment or review and negotiate any mitigation5253CFIUS

No timings or fees are shown unless an official source states them.

Documents usually needed

  • HSR notification form, transaction documents and the competition-related documents required with the form
  • CFIUS declaration or notice with ownership chart showing foreign government interests
  • Export classification analysis of the target's technologies
  • Outbound investment diligence on the target's holdings in countries of concern
  • Purchase agreement conditions and risk allocation for HSR and CFIUS clearance

Common mistakes

  • Using last year's HSR thresholds; they are revised every year and the 2026 figures applied from February 2026.
  • Integrating businesses or exercising control before the HSR waiting period ends.
  • Assuming CFIUS applies only to control deals; minority investments with certain rights in TID US businesses can be covered.
  • Missing a mandatory CFIUS declaration because the critical technology export analysis was not done.
  • Overlooking outbound investment rules when a US target has Chinese portfolio holdings in covered sectors.
Still to be confirmed · 7
  • The FTC's own HSR thresholds page could not yet be checked; figures were confirmed on the Federal Register notice instead.
  • The outcome of the FTC's appeal against vacatur of the expanded HSR form after March 2026 was not confirmed.
  • The current inflation-adjusted HSR daily civil penalty was not confirmed.
  • CFIUS investigation-phase length, filing fees and real estate rules were not source-checked.
  • Securities law (tender offers, beneficial ownership reporting) and state corporate law, including Delaware, were not researched.
  • Federal bankruptcy law, including Chapter 11 and Chapter 15 for cross-border insolvency, was not source-checked.
  • Whether the outbound investment programme has been codified or expanded by legislation was not confirmed.

Who handles this in the United StatesTransactions & DealsGovernment & Regulatory AffairsRisk, Compliance & Financial IntegrityLegal & Contracting · Frederick Miles Adler

Read the full guide: M&A, merger control, foreign investment screening and restructuring →

Sources for this topic · 8
  • Federal Trade Commission (Federal Register document 2026-00877) — Revised Jurisdictional Thresholds for Section 7A of the Clayton ActChecked against an official source · checked 2026-10-18 · 3 statements
  • Legal Information Institute, Cornell Law School — 15 US Code 18a - Premerger notification and waiting periodChecked against an official source · checked 2026-10-18 · 2 statements
  • Hunton Andrews Kurth LLP — Fifth Circuit Lifts Stay on Court Order Vacating New HSR Form, Filings Immediately Revert to Old FormChecked against a secondary source · checked 2026-10-18 · 1 statement
  • Office of the Federal Register (eCFR) — 31 CFR 800.401 Mandatory declarationsChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 31 CFR 800.405 - Committee actionsChecked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 31 CFR 800.503 - Beginning of reviewChecked against an official source · checked 2026-10-18 · 1 statement
  • US Department of the Treasury — The Committee on Foreign Investment in the United States (CFIUS)Checked against an official source · checked 2026-10-18 · 2 statements
  • US Department of the Treasury — Outbound Investment Security ProgramChecked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

12 statements on m&a, merger control, foreign investment screening and restructuring in the United States

Anti-bribery, sanctions and corporate compliance

9 statements, checked against sources

US enforcement risk is mainly federal: the Department of Justice and SEC enforce the Foreign Corrupt Practices Act, and Treasury's OFAC enforces sanctions. FCPA enforcement was paused and refocused in 2025 but the law has not changed. Federal prosecutors reward self-reporting, cooperation and an effective compliance programme, and whistleblower award programmes increase the chance that misconduct reaches the government.

Documents usually needed

  • Anti-bribery and corruption policy covering FCPA accounting and internal control requirements
  • Sanctions screening procedure including 50 percent ownership look-through
  • Third-party due diligence records for agents, distributors and joint venture partners
  • Internal whistle-blowing and investigation procedure with escalation timelines
  • Board-level compliance reporting and risk assessment

Common mistakes

  • Treating the 2025 FCPA pause as repeal; the statute and its accounting provisions remain in force.
  • Screening only names against the SDN list and missing entities owned 50 percent or more by blocked persons.
  • Letting internal whistle-blower reports sit; the 120-day self-reporting window is short.
  • Assuming non-US companies are outside US reach; dealings in US dollars, through US persons or with US-listed status can bring them in.
  • Running a paper compliance programme that would not count as adequate in an OFAC or Department of Justice assessment.
Still to be confirmed · 6
  • SEC civil enforcement policy on the FCPA after Executive Order 14209 was not source-checked.
  • The Foreign Extortion Prevention Act (demand-side bribery) was not source-checked.
  • OFAC's extended ten-year statute of limitations (2024) and whether OFAC liability is strict was not confirmed on an official page.
  • Bank Secrecy Act anti-money-laundering programme rules for non-bank businesses were not reviewed.
  • Export controls, including the status of the Commerce Department's affiliates rule, belong to the trade area and were not reviewed here.
  • State-level anti-corruption and corporate governance rules, Sarbanes-Oxley duties for listed companies and SEC whistle-blower rules were not reviewed.

Who handles this in the United StatesRisk, Compliance & Financial IntegrityLegal & Contracting · Frederick Miles AdlerPayments, Foreign Exchange & Settlement

Read the full guide: Anti-bribery, sanctions and corporate compliance →

Sources for this topic · 7
  • Office of the Federal Register (GovInfo) — Executive Order 14209: Pausing Foreign Corrupt Practices Act Enforcement To Further American Economic and National Security (90 FR, No. 30, 14 February 2025)Checked against an official source · checked 2026-10-18 · 1 statement
  • US Department of Justice, Office of the Deputy Attorney General — Guidelines for Investigations and Enforcement of the Foreign Corrupt Practices Act (FCPA), memorandum of 9 June 2025Checked against an official source · checked 2026-10-18 · 2 statements
  • US Department of Justice — Corporate Enforcement and Voluntary Self-Disclosure Policy (department-wide)Checked against an official source · checked 2026-10-18 · 2 statements
  • US Department of Justice, Criminal Division — Criminal Division Corporate Whistleblower Awards Pilot ProgramChecked against an official source · checked 2026-10-18 · 1 statement
  • US Department of the Treasury, Office of Foreign Assets Control — Office of Foreign Assets Control (home page)Checked against an official source · checked 2026-10-18 · 1 statement
  • US Department of the Treasury, Office of Foreign Assets Control — Frequently Asked Questions (featured FAQ 401, Entities Owned by Blocked Persons)Checked against an official source · checked 2026-10-18 · 1 statement
  • Legal Information Institute, Cornell Law School — 31 CFR Appendix A to Part 501 - Economic Sanctions Enforcement GuidelinesChecked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

9 statements on anti-bribery, sanctions and corporate compliance in the United States

Courts, arbitration and enforcement

9 statements, checked against sources

The United States has two parallel court systems: federal courts, with limited jurisdiction set by the Constitution and Congress, and state courts, which hear most contract disputes. Arbitration agreements are strongly enforced under the Federal Arbitration Act and foreign arbitral awards under the New York Convention. Foreign court judgments, by contrast, are enforced under state law with no treaty in force, which is a key reason cross-border contracts often choose arbitration.

Documents usually needed

  • Dispute resolution clause naming the governing law, forum or arbitral seat and rules
  • Certified copy of the arbitral award and arbitration agreement for enforcement
  • Certified copy of a foreign judgment with evidence of proper service and finality
  • Evidence of the parties' citizenship and amount in controversy where federal diversity jurisdiction is relied on

Common mistakes

  • Choosing a foreign court without checking how its judgment would be enforced against US assets; there is no treaty route.
  • Assuming one US court system; federal and state courts have different jurisdiction and procedures.
  • Drafting a narrow arbitration clause that leaves related claims in court.
  • Assuming a mediated settlement is enforceable abroad under the Singapore Convention; the United States has not ratified it.
Still to be confirmed · 5
  • Which states have adopted the Uniform Foreign-Country Money Judgments Recognition Act was not confirmed on an official source.
  • State business courts and commercial divisions (for example Delaware Court of Chancery, New York Commercial Division) were not source-checked.
  • Arbitral institutions active in the United States and state arbitration statutes were not reviewed.
  • ICSID membership and investment treaty protection were not source-checked.
  • Court fees, typical timeframes and litigation costs were not researched.

Who handles this in the United StatesDisputes & ResolutionLegal & Contracting · Frederick Miles Adler

Read the full guide: Courts, arbitration and enforcement →

Sources for this topic · 7
  • Administrative Office of the US Courts — Comparing Federal and State CourtsChecked against an official source · checked 2026-10-18 · 2 statements
  • Legal Information Institute, Cornell Law School — 28 US Code 1332 - Diversity of citizenship; amount in controversy; costsChecked against an official source · checked 2026-10-18 · 1 statement
  • US Government Publishing Office (GovInfo) — 9 US Code 2 - Validity, irrevocability, and enforcement of agreements to arbitrate (2023 edition)Checked against an official source · checked 2026-10-18 · 1 statement
  • United Nations Commission on International Trade Law (UNCITRAL) — Status: Convention on the Recognition and Enforcement of Foreign Arbitral Awards (New York, 1958)Checked against an official source · checked 2026-10-18 · 1 statement
  • US Department of State, Bureau of Consular Affairs — Enforcement of JudgmentsChecked against an official source · checked 2026-10-18 · 2 statements
  • Hague Conference on Private International Law (HCCH) — Status table: Convention of 30 June 2005 on Choice of Court AgreementsChecked against an official source · checked 2026-10-18 · 1 statement
  • United Nations Commission on International Trade Law (UNCITRAL) — Status: United Nations Convention on International Settlement Agreements Resulting from Mediation (New York, 2018)Checked against an official source · checked 2026-10-18 · 1 statement

Questions on this topic

9 statements on courts, arbitration and enforcement in the United States

Sources last checked on 19 October 2026. None of it has been professionally reviewed yet: it is research checked against official and secondary sources by WONE Global, not legal or tax advice.

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