Q: LLC Registration with a foreign Co-Founder
I am an Iranian citizen living in Iran, and I want to start a US-based LLC with my colleague, a US citizen who lives in California. I will work remotely as a marketing specialist, and all business activities will be with US clients only, with no connections to Iran.
My colleague would register the LLC from the US, but I am concerned about possible restrictions due to US sanctions on Iranian citizens. Is it possible for both of us to be listed as co-founders?
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A:
Due to current U.S. sanctions on Iran, forming an LLC with an Iranian citizen faces significant legal challenges. The Office of Foreign Assets Control (OFAC) maintains comprehensive restrictions on business dealings with Iran and Iranian nationals.
You would need to obtain specific authorization from OFAC before proceeding with the LLC formation. While your U.S.-based colleague can register the LLC, listing you as a co-founder would likely violate current sanctions unless you receive an OFAC license. The process of obtaining such authorization can be complex and time-consuming, with no guarantee of approval.
Given these complications, you should consult with an immigration attorney and a business lawyer who have experience with OFAC regulations. They can help explore alternative business structures or guide you through the OFAC licensing process if appropriate. The stakes are high, as violations of sanctions can result in serious penalties for both the U.S. and Iranian parties involved.
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