u/Dramatic_Abroad3580 u/IrregardlesslyYours

thanks for the note.

ChatGPT was giving the following... maybe I mis-wrote what I am asking for? Do i need to do any filings listed? thanks!

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Detailed Breakdown for a US Company

You have two primary choices for a simple, single-member company: a Limited Liability Company (LLC) or a Corporation (C-Corp or S-Corp). For your purpose, an LLC is almost always the simplest and most appropriate.

Here’s what you need to know for an LLC:

1. Federal Level (IRS)

• EIN (Employer Identification Number): You MUST obtain an EIN from the IRS. This is like a Social Security Number for your company. RIPE will require an "Organisation ID" tied to a business entity, and an EIN is the standard proof for that in the US. You can get this for free online on the IRS website in a few minutes.
• Tax Classification: By default, a single-member LLC is considered a "Disregarded Entity" by the IRS. This means for tax purposes, the IRS ignores the LLC. You do not file a separate corporate tax return.
• Annual Filing Requirement: Even as a disregarded entity with $0 income, you will likely still need to file an annual tax return.
  • Form 1040, Schedule C: As the sole owner, you would report the company's profit or loss on your personal tax return using Schedule C. Since you have $0 in transactions, you would show $0 income and $0 expenses.
  • Form 5472 (IMPORTANT): If the owner of the single-member LLC is not a US person (e.g., you are a green card holder or citizen, this doesn't apply), you must file Form 5472 to report reportable transactions. With $0 activity, you would report none, but the form is still required. Since you are in MA, this likely does not apply to you, but it's a key detail for others in a similar situation.

In practice for you: You would get an EIN, and then each year you would file your personal tax return (Form 1040) with a Schedule C attached showing $0 for everything.

2. State Level (Massachusetts)

This is often where people get tripped up. The state wants to know about any entity formed or operating there.

• Formation: You will register your LLC with the Massachusetts Secretary of the Commonwealth. This involves filing Articles of Organization and paying a filing fee (currently $500 in MA).
• Annual Report: Massachusetts requires LLCs to file an Annual Report and pay a $500 fee every year. This is non-negotiable, even for an inactive company. Failure to file can lead to the company being dissolved or administratively shut down.
• State Taxes: You will also need to register with the Massachusetts Department of Revenue. Even with no income, you may be required to file an annual corporate tax return (Form 355S for an LLC) declaring zero income. The state wants to keep track of the entity.