In 2026 the United States remain the world's leading market in terms of economic size, consumption absorption capacity and attractiveness for foreign investment. According to data from the Bureau of Economic Analysis (BEA), U.S. GDP exceeded $27 trillion, maintaining stable growth despite geopolitical tensions and global inflationary dynamics.
For an Italian company, opening a company in the US is not just a business choice, but a strategic competitive positioning decision. In many B2B sectors, from industrial automation to advanced mechanics, from premium agribusiness to design, local presence is now a determining factor in consolidating credibility, accessing large corporate clients and participating in public or private tenders.
The United States represents:
There is strong regional dynamism in the U.S. economy, with Texas and the Southeast driving manufacturing growth, while the West Coast maintains a lead in technological innovation. Finally, the Midwest remains the central area for industry and logistics.
According to the Congressional Budget Office (CBO), medium-term growth prospects remain solid, supported by investment in infrastructure, digitalization and energy transition (Infrastructure Investment and Jobs Act and Inflation Reduction Act).
For Italian companies, the U.S. market is, therefore, an environment of great interest: it is distinguished by high consumer spending power, a culture strongly oriented toward innovation and a stable legal system based on clear and predictable contractual rules. However, to successfully deal with such a competitive environment, having a direct presence in the United States, acting swiftly in making decisions and relying on a well-established local organizational structure may be the right way to go.
When an Italian company decides to open a company in the United States, the choice of legal form represents one of the most delicate and strategic steps in the entire process. It is not merely a technical decision, but a choice that directly affects taxation, governance, asset liability, credibility towards the market and possibilities for future development.
The U.S. corporate system is primarily regulated at the state level, while the tax system is regulated at the federal level by the Internal Revenue Service (IRS). The result is a complex picture that requires an integrated analysis between corporate law and international tax planning.
The structures most used by foreign investors are the Limited Liability Company (LLC) and the Corporation (C-Corp). Each has advantages and critical issues that must be evaluated in light of the business model and strategic goals of the enterprise.
The LLC is often the solution of choice for Italian SMEs wishing to establish a business presence in the United States with an initially streamlined structure. It is an extremely flexible legal form, combining the limited liability typical of corporations with less formalized management than the Corporation.
From legal point of view, the partners (members) are not liable with their personal assets for the company's obligations. Governance is simplified: a board of directors is not mandatory, and the internal organization can be shaped with great contractual freedom through the Operating Agreement.
From a fiscal point of view, the LLC has an element of special significance: it can qualify as a “pass-through entity,” that is, as a tax-transparent entity. In this case, profits are not taxed at the corporate level, but directly in the hands of the shareholders. However, for an Italian group, this characteristic requires careful evaluation in light of the Italy-U.S. Double Taxation Convention and transfer pricing rules. Improper management may in fact generate tax inefficiencies or double taxation phenomena. The LLC is generally indicated when:
It is worth noting, however, that in structured industrial settings or with ambitious growth strategies, the LLC may not be the most efficient solution in the medium to long term.
The Corporation, in its most common form of C-Corporation, represents the traditional corporate structure of the U.S. system and is often perceived by the market as the most “institutional” form.
Unlike the LLC, the Corporation provides for a more articulated governance structure: a Board of Directors is required, there are formal obligations to call and record meetings, and management is governed by bylaws (Bylaws). This increased formalization results in enhanced credibility with clients, financial partners, and potential investors.
From a fiscal point of view, the C-Corp is subject to federal corporate taxation at the rate of 21%, as provided by the IRS, in addition to any state taxes. Profits distributed to shareholders are then taxed in their hands, generating the phenomenon of so-called “double taxation.” This, however, can be mitigated through appropriate international tax planning and efficient structuring of intra-group cash flows. The Corporation is generally preferable when:
According to data from the Bureau of Economic Analysis (BEA), most foreign direct investment in the United States is through subsidiaries incorporated as corporations, confirming that this structure is frequently adopted for transactions of significant size.
Another viable option is to open a branch, i.e., a permanent establishment of the Italian company in the United States. This solution, however, entails the absence of legal autonomy from the parent company and the direct assumption of responsibility by the Italian company.
From a tax perspective, income attributable to the permanent establishment is taxed in the United States and must be coordinated with Italian law. For this reason, the branch is generally used only in specific cases and is rarely the most efficient solution for structured projects.
The decision between LLCs, corporations or other structures cannot be driven solely by considerations of initial cost or administrative simplicity. Instead, he must reflect:
For this reason, the structuring phase must be approached with an integrated approach, involving legal, tax and strategic expertise from the very beginning of the expansion project.
The U.S. tax system operates on several levels: federal, state and local. Corporate taxation is regulated at the federal level by the’Internal Revenue Service (IRS), and provides a rate of 21% for Corporations. Added to this are any state taxes, which vary significantly from state to state: some levy a traditional corporate income tax, others (such as Texas) adopt gross basis or franchise taxes.
A central concept is that of “fiscal nexus”: The company is subject to taxation in the state where it has substantial economic activity (offices, employees, warehouses, sales volume), regardless of where it is incorporated. The choice of state must therefore be consistent with actual operations.
In terms of indirect taxes, it is necessary to consider the sales tax, enforced at the state and local levels. After the ruling South Dakota v. Wayfair, even businesses without a physical presence may be required to register and pay tax when certain thresholds of in-state sales (economic nexus) are exceeded. This is particularly relevant for those operating in e-commerce or with interstate sales.
From the perspective of corporate transparency, the Corporate Transparency Act requires the reporting of beneficial owners to FinCEN (BOI reporting). In 2026, this requirement is fully operational and non-compliance can result in significant penalties.
For Italian companies establishing a subsidiary in the U.S., the issue of the transfer pricing. Intragroup transactions must comply with the arm's length principle, in line with OECD guidelines and U.S. regulations. Inadequate structuring can directly affect marginality and generate tax disputes.
Finally, it is essential to coordinate the project with the Italy-US double taxation treaty, in order to properly manage dividends, interest and financial flows between parent and subsidiary.
In 2026, the concept of nearshoring has become a structural element of global industrial strategies. Geopolitical tensions, the pandemic experience, rising logistics costs, and increasing focus on supply chain resilience have prompted many international companies to fundamentally review their production organization.
According to the U.S. International Trade Administration (ITA), there has been a significant increase in manufacturing investment in North America in recent years, supported in part by public policies geared toward strengthening domestic manufacturing. Federal programs such as the’Inflation Reduction Act and the’Infrastructure Investment and Jobs Act have encouraged the location of industrial activities in the energy, automotive, semiconductor, component and advanced technology sectors.
For an Italian company active in mechanics, automation, components or industrial goods, nearshoring to the United States can generate concrete benefits:
Nearshoring does not necessarily imply full relocation of production. In many cases it takes the form of a hybrid strategy: design and core components remain in Italy, while final assembly, customization, logistics or after-sales service activities are developed in the United States. This model makes it possible to preserve Italian know-how while enhancing proximity to the North American market.
It should also be considered that the U.S. market, especially in B2B sectors, places increasing value on the supplier's ability to ensure business continuity and local presence. With this in mind, nearshoring is not just an economic choice, but a strategic competitive positioning decision.
Opening a company in the United States in 2026 represents a concrete growth lever for Italian companies geared toward structured internationalization. However, regulatory and tax complexity imposes a integrated and consultative approach.
There is no standard model: there is the most efficient structure for each specific business strategy.
A careful planning, supported by tax, legal and industrial analysis, makes it possible to turn entry into the U.S. market into a strategic and sustainable long-term investment.
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