Oceania · Limited
New Zealand vs a U.S. LLC
For a non-resident, a New Zealand Limited company and a U.S. LLC sit at opposite ends of the spectrum. The U.S. LLC is a pass-through that, for a foreign owner with no U.S.-source income, can owe zero U.S. federal income tax — but it carries the Form 5472 trap. A New Zealand company is a flat-28% tax-paying entity with a clean, world-class registry and famously fast setup — but it imposes a hard resident-director requirement and worldwide taxation that the LLC does not. The right choice usually comes down to one thing: whether you can supply a New Zealand (or qualifying Australian) director, and where your customers and tax home sit.
- Country
- New Zealand
- Topic
- vs a U.S. LLC
- Reviewed
- June 2026
By the Lanzamo Editorial Team · Reviewed June 2026 · How we research
| Factor | New Zealand | U.S. LLC |
|---|---|---|
| Entity & taxation | Limited company; pays a flat 28% NZ company tax on worldwide profits | LLC; pass-through by default — no entity-level federal tax, owners taxed personally |
| Tax on a non-resident owner | Company pays 28%; dividends out face NRWT (0% if fully imputed and you hold 10%+, up to 30% otherwise, often treaty-reduced) | Often $0 U.S. federal tax if no U.S.-effectively-connected income — but you must file Form 5472 |
| Resident director / agent | Hard requirement: at least one director must live in NZ, or in Australia with an Australian directorship — often a paid service | No resident manager required; needs only a registered agent in the state (~$50–$300/yr) |
| Government fee | NZ$118.74 + GST to incorporate; NZ$49.74 + GST annual return | $35–$500 state filing fee (~$100 typical); annual report varies by state |
| Setup speed | Among the fastest on earth — often same day to 24 hours, fully online | 1–10 business days depending on state; expedite available |
| Banking remotely | Hard — major NZ banks want in-person checks; Wise/Airwallex onboard remotely | Traditional banks usually want a visit; Mercury/Wise onboard remotely |
| Annual compliance | IR4 income-tax return + Companies Office annual return; audit rarely required for small companies | Form 5472 + pro-forma 1120 every year (foreign-owned SMLLC), plus state report |
| Reputation & market fit | High-trust, transparent register; strong with Australasian and APAC customers | Unmatched access to Stripe, PayPal, Amazon and the U.S. market |
Choose New Zealand if…
- You can supply a qualifying resident director — you live in New Zealand, or live in Australia and are a director of an Australian company
- You want the fastest, simplest incorporation in the developed world with a flat, predictable 28% tax
- Your customers, suppliers or operations are concentrated in New Zealand, Australia or the wider APAC region
- You value a clean, world-class public register and low ongoing compliance (no audit for most small companies)
- You prefer a single, certain tax base over the optimisation (and Form 5472 risk) of a U.S. LLC
Choose a U.S. LLC if…
- You cannot easily supply an NZ or qualifying Australian director and don't want to pay a resident-director service
- You need Stripe, PayPal or Amazon's U.S. ecosystem and customers who pay in USD
- You have no U.S.-effectively-connected income and want a structure that can owe $0 U.S. federal tax
- You'd rather have pass-through taxation and report profit on your own return than pay 28% entity-level tax
- Your market is primarily North American rather than Australasian
Verdict: Choose the New Zealand company when you can satisfy the resident-director rule and want a fast, simple, flat-taxed entity with a stellar register and an Australasian customer base — accepting 28% on worldwide profit and NRWT on dividends out. Choose the U.S. LLC when you need the American payments ecosystem, can legitimately structure for low or zero U.S. tax, and want to avoid New Zealand's resident-director cost — accepting the Form 5472 filing in return. For most non-residents the deciding factor is brutally practical: if you have no NZ or Australian director and your market isn't APAC, the U.S. LLC is usually the lighter path.
Frequently asked questions
Which is cheaper to run — a New Zealand company or a U.S. LLC?
If you have your own resident director, New Zealand is very cheap — government fees are trivial and audit is rarely required. But if you must pay a resident-director service (often a few thousand dollars a year), the NZ company becomes far more expensive to maintain than a U.S. LLC, whose main recurring costs are a registered agent and the Form 5472 filing. The director question decides it.
Which gives a foreign owner the lower tax?
For a pure non-resident with no U.S.-source income, a U.S. LLC can owe $0 U.S. federal income tax (pass-through), while a New Zealand company pays a flat 28% on its profits and may have NRWT on dividends out. But the LLC defers tax to your personal return and home country and carries the Form 5472 obligation, so 'lower' depends on your own country's rules and any treaty. Get cross-border advice before assuming.
Which is faster to set up?
New Zealand, comfortably — incorporation is frequently same-day and fully online, and routinely ranks among the easiest in the world. A U.S. LLC takes from one to ten business days depending on the state. The caveat is that the NZ speed assumes you have already lined up a qualifying resident director, which can itself take time.
Can I have both a New Zealand company and a U.S. LLC?
Yes, and some founders do — for example a U.S. LLC for the American market and an NZ company for Australasian operations, or one owning the other. It doubles your compliance (two registries, two tax regimes, possible transfer-pricing questions) and means satisfying the NZ resident-director rule on top, so only do it when each entity genuinely earns its keep.
Sources
- NZ Companies Office — Incorporating a company (official)
- NZ Companies Office — Schedule of fees (official)
- Inland Revenue (IRD) — New Zealand tax resident companies
- Inland Revenue (IRD) — Non-resident withholding tax (NRWT)
- Inland Revenue (IRD) — Supplying remote services into New Zealand (GST)
- Inland Revenue (IRD) — Provisional tax
- PwC Tax Summaries — New Zealand corporate income tax (28%)
- PwC Tax Summaries — New Zealand withholding taxes (NRWT)
- PwC Tax Summaries — New Zealand corporate residence (s YD 2)
- RDTI — Research and Development Tax Incentive (15% credit)
More on New Zealand
Comparing New Zealand with other countries?
See New Zealand next to 12 other startup-friendly jurisdictions — fee, tax, capital and the resident-director catch — in one table.
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