One of the most common questions we get on the INC48 waitlist: I'm not an EU citizen — can I actually register an EU INC?

The short answer: yes. The longer answer — eligibility, KYC, tax treatment, registered office — is what this post is about.

The principle: residency ≠ nationality ≠ where the company sits

Three ideas that tend to get conflated in these discussions:

  • Your nationality. Where your passport is from.
  • Your personal tax residence. Where you, the human, pay income tax.
  • The company's legal seat. Where the company is incorporated and registered.

These can all be different. A U.S. founder living in New York can own a German GmbH, a UK Ltd, or — when available — an EU INC. Owning an EU INC doesn't automatically make you a European tax resident.

Who the drafts allow to register an EU INC

Current drafts of the EU INC regulation treat applicants as eligible regardless of nationality. This follows the same logic that lets non-U.S. companies incorporate Delaware C-Corps, or non-UK companies register UK Limited companies: the company is European; the people behind it don't have to be. See the European Commission press release outlining the proposal.

That said, the company itself needs certain ties to the EU:

  • A registered office in the EU. This is the official address for service of process and registry correspondence. INC48 will provide one at launch.
  • Identification of directors and shareholders. Standard EU-level KYC applies — passports, proof of address, beneficial ownership.
  • A local agent of record, depending on final regulation mechanics.

None of these require a business to move, obtain a visa, or change nationality.

What does this mean for tax?

Registering an EU INC does not move your personal tax residence. You pay personal income tax wherever you personally live, under normal tax-residency rules.

At the company level, EU INC pays corporate tax where it has real economic activity. If the company has substance in Europe — employees, offices, management functions — it pays European corporate tax. If substance is elsewhere, tax treatment follows the substance. The EU INC regulation doesn't override existing international tax rules.

For the classic scenario — a U.S. founder who wants a European entity because their market and team are European — the picture usually looks like this:

  • The founder is personally taxed in their home country.
  • The EU INC is taxed where it operates (usually Europe).
  • Dividends and sale proceeds are taxed at the personal level under the founder's tax treaties.

If this is relevant to you, this is the part where you should talk to a cross-border tax advisor — not just read blog posts (including ours).

Who benefits most from using EU INC as a non-EU founder?

Attracting founders to build in Europe is one of the competitiveness themes in Draghi's report on European competitiveness. In practice, EU INC is most useful for four founder archetypes:

1. Companies building primarily for European customers

B2B SaaS targeting EU enterprises, DTC brands selling across the EU, fintech and healthtech regulated at the EU level. Being a European entity removes a lot of friction in procurement, regulation and credibility.

2. Founders with European co-founders or engineers

If half your team is in Europe, operating under a European entity is usually simpler than running a U.S. parent with a European subsidiary.

3. Founders seeking European funding or grants

EU grants and many EU-level investment programmes require an EU entity.

4. Founders looking for GDPR-native structure

A European parent simplifies GDPR posture and reduces the "where's the data actually controlled from?" question.

When it's not the right call

EU INC is probably not your best option if:

  • Your team, market and capital are all overwhelmingly in the U.S.
  • You're specifically targeting a NASDAQ IPO on a short horizon.
  • Your lead investor insists on a U.S. parent for specific structural reasons.

In those cases, a Delaware C-Corp is probably still the cleaner answer.

Practical checklist for non-EU companies

  1. Decide why you want a European entity. "Because European customers trust it more" is a valid reason. "To save tax" usually isn't — EU INC doesn't do that.
  2. Join the INC48 waitlist to be notified when filings open.
  3. Gather your KYC materials now: passport, proof of address, cap-table intentions.
  4. Decide on a registered EU office. INC48 will provide one; you can also bring your own.
  5. Consult a cross-border tax advisor before you file. Seriously. One conversation saves years of pain.
  6. Keep your U.S. (or UK, Indian, Singaporean, etc.) tax filings clean — especially CFC, GILTI, or equivalent regimes that apply to foreign entities you own.

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