Forms of Legal Presence of Foreign Companies in the United States

Registering a US trademark doesn't, by itself, create a US business presence. "Presence" is really several separate questions: trademark, state registration, federal income tax, and sales tax, each decided under its own set of rules. The question founders ask most often is the practical one: "Okay, but what about the specific thing I'm actually doing?" So this piece applies that framework to the situations founders actually run into, such as filing a trademark, hiring a contractor, using a US warehouse, or attending a trade show, one scenario at a time. Where the answer is genuinely unclear, we flag it as gray rather than paper over it. The one idea to hold onto: "presence" isn't a single switch. It's decided separately on up to four tracks, which are trademark, state registration, federal income tax, and sales tax. The same activity can count on one track and mean nothing on the other three.

The Trademark Answer, Once and for All

This doesn't change no matter which scenario you're in: filing or owning a US trademark is never, by itself, evidence of a state or tax presence. It doesn't appear on the "doing business" list below because it was never a business activity to begin with. It's a legal filing about a mark, decided by the USPTO under trademark law, and it stays that way even when a real US sale is what got the registration approved.

The Safe List: Activities That Never Count on Their Own

Most states base their corporate statute on the Revised Model Business Corporation Act, which spells out activities that, by themselves, never require a foreign company to register as "doing business," no matter how often you do them:

• Filing or defending a lawsuit. Being a party to litigation in a state doesn't require you to register there.
• Holding director or shareholder meetings. Meeting in the state doesn't count, even routinely.
• Maintaining a bank account. On its own, banking in a state isn't "doing business" in it.
• Selling through independent contractors, as long as they're genuinely independent, not disguised employees.
• Soliciting orders through agents or employees, but only if those orders must be accepted outside the state before they become binding.
• Securing or collecting a debt, or holding a security interest in property. These financial activities alone don't trigger registration.
• A single isolated transaction, completed within 30 days and not part of a repeated pattern.

The common thread: each of these is either a one-off, or an activity that merely touches a state without rooting an ongoing operation there. Stack enough of them together, or add a genuinely repeated commercial pattern on top, and the analysis changes. But none of them, on its own, starts the clock.

Scenario by Scenario

Here's how concrete situations tend to land on the two questions that carry real consequences: state registration and US income tax. "Depends" means the answer turns on the specific facts, not on the category of activity.

The Two Genuinely Hard Cases: FBA and Remote Employees

Most scenarios above resolve cleanly once you know the framework. Two don't, and they're worth understanding, not just flagging.

Fulfillment warehouses (Amazon FBA). Storing inventory in a US warehouse almost always creates sales tax nexus in that state, and that part isn't disputed. Federal income tax is murkier. The income is usually treated as "effectively connected" to a US trade or business under domestic law. But if a tax treaty covers your home country, you may still owe no US tax, provided the warehouse doesn't rise to a "permanent establishment" you actually control, as opposed to space you're simply renting through a platform. Practitioners genuinely disagree on where FBA falls on that line, which is exactly why it deserves a real conversation with a cross-border tax advisor.

Remote employees. A US employee doing ordinary telework from home generally doesn't create a federal taxable presence on its own. That changes once the company starts effectively controlling the space they work from, for example by paying for or leasing a dedicated home office, storing company inventory or equipment there, or giving the employee real authority to negotiate or sign contracts. State rules are less forgiving: several states treat even one employee as enough of a physical footprint to require registration, regardless of what that employee actually does.

The Fourth Rulebook: Sales Tax Economic Nexus

Everything above concerns state "doing business" registration and federal income tax. But there's a fourth, entirely separate track that trips up e-commerce founders specifically: state sales tax. Since the Supreme Court's 2018 decision in South Dakota v. Wayfair, physical presence is no longer required to owe sales tax. A state can require you to collect and remit it once your sales into that state cross an economic threshold, commonly around $100,000 in annual revenue, sometimes paired with a transaction count, though the exact numbers vary by state.

This applies whether or not you have a warehouse, an office, or a single employee anywhere in the US, and there's no carve-out for foreign sellers. A company based entirely outside the US can trip a state's threshold through website sales alone. Why this deserves its own track: sales tax runs on economics (how much you sold), while income tax and state registration run on activity (what you're actually doing there). A company can clear the economic-nexus bar for sales tax in a dozen states while owing zero state registration and zero federal income tax in any of them.

Final Thoughts

Founders keep asking about the trademark filing because it's usually the first piece of US paperwork they file, and it's natural to wonder whether it quietly opened a door to something bigger. It didn't. But the real question underneath it is a fair one, and it has no single answer. "Presence" is decided separately on up to four tracks: trademark, state registration, federal income tax, and sales tax. The same activity can land differently on each, counting as presence on one and nothing at all on the others. Where any given scenario falls, especially the genuinely gray ones like fulfillment warehouses and remote employees, is worth checking against the actual facts.