Blog/United States

A US company for non-US founders: Stripe Atlas, Delaware C-corp and Y Combinator

Why many founders outside the US set up a Delaware C-corporation, what Stripe Atlas includes and costs, and how the Y Combinator standard deal works.

Many founders outside the United States end up owning a US company, even if their team and customers are elsewhere. The reason is investors: US venture funds know how to invest in a Delaware C-corporation and often prefer it. This guide covers what that structure is, what Stripe Atlas gives you, how Y Combinator's standard deal works and what to think about before you move.

  • Stripe Atlas$500 incorporation + $100k+ in partner perksDiscount · Stripe · Global, United States
  • Y Combinator$500k investment + $1M+ perksAccelerator · Y Combinator · United States, Global

Why a Delaware C-corp

  • Investor familiarity. Standard financing documents, such as the SAFE, assume a US corporation.
  • QSBS. Founders and early investors in a US C-corporation may qualify for a capital gains exclusion: see the QSBS guide.
  • Flexible share structures. Delaware company law is predictable and widely understood.

The trade-off: a US parent adds US filing and tax obligations, and your home country may tax you and the structure differently. Take advice in both places before you restructure.

What Stripe Atlas includes

From Stripe's page:

  • Price: a one-time USD 500 setup fee that covers incorporation, government fees and your first year of registered agent service. After that the registered agent costs USD 100 a year and renews automatically. Stripe says you can get the USD 500 back by funding a Stripe Treasury bank account with USD 5,000 within 90 days.
  • Incorporation: Delaware incorporation with next-day expedited processing, and Stripe says you are incorporated within two business days of submitting.
  • Paperwork: a company tax ID, founder equity issuance and share purchase, an 83(b) election filing, document templates, board consents and post-money SAFE agreements using the YC-drafted template.
  • Perks: USD 2,500 in Stripe product credits for the first year, and more than USD 50,000 in partner discounts on tools such as Google, Xero and AWS.

The page says startups in more than 175 countries have used Atlas but does not publish an eligibility list, so check the signup flow for your country.

The Y Combinator standard deal

YC's deal page states the standard terms: YC invests USD 500,000. USD 125,000 converts into a fixed 7% of the company, and the other USD 375,000 is invested on an uncapped MFN safe. YC also gets a pro rata right to invest in later rounds.

The MFN safe has no valuation cap of its own: it converts on the best terms given to a later investor. YC's example is that if your next safes are at a USD 15 million post-money cap, the USD 375,000 converts into 2.5%.

YC runs several batches a year and accepts founders from any country. Read the current application page for the latest dates.

A sensible order of steps

  1. Decide whether you need a US company yet. If you have no US investors or customers in view, the cost and filings may not be worth it.
  2. Get tax and legal advice in your home country and the US. This is where most expensive mistakes happen.
  3. Incorporate and issue founder shares at once, and file the 83(b) election within 30 days if your shares vest.
  4. Open a bank account and payments, then claim the startup perks that need a US entity.
  5. Keep records. Share issue dates and prices matter for QSBS and for investor due diligence.

Programs that open up with a US company

  • Brex for StartupsPartner rewards and creditsDiscount · Brex · United States
  • Mercury Perks$5M+ in partner discountsDiscount · Mercury · United States
  • Carta LaunchFree cap table (up to 25 stakeholders)Credits · Carta · United States
  • AWS ActivateUp to $5,000 self-serve (Founders); up to $200,000 with an Activate Provider (Portfolio)Credits · Amazon Web Services · Global
  • Google for Startups Cloud ProgramUp to $200,000 (up to $350,000 for AI-first startups)Credits · Google Cloud · Global

See the full list in startup credits in the US and investors in the US VC directory.

This guide is general information, not legal or tax advice.

Sources

Common questions

How much does Stripe Atlas cost?

A one-time USD 500 setup fee covering incorporation, government fees and the first year of registered agent service, then USD 100 a year. Stripe says the fee can be refunded if you fund a Stripe Treasury bank account with USD 5,000 within 90 days.

What is the Y Combinator standard deal?

YC invests USD 500,000: USD 125,000 for 7% of the company, and USD 375,000 on an uncapped MFN safe.

Do I need a US company to apply to YC or raise from US investors?

Not necessarily to apply, but US venture investors usually expect a Delaware C-corporation as the company they invest in, so many non-US startups set one up.

Values are “up to” amounts and terms change: confirm on the provider’s page before you rely on them. CreditBase is independent and not affiliated with the providers named here. Spotted something out of date? Tell us.

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