Nikhil manages the business from Mumbai. Swapnil remains a passive H-1B member in New Jersey. The Wyoming LLC invoices clients in USD, pays Axentrix Pvt Ltd through documented B2B invoices, and keeps the accounting record clean.
This page is a planning brief for discussion with a U.S. immigration attorney and CPA. It is not legal, tax, accounting, or immigration advice.
Both brothers can own 50%. They should not both operate the business. The protective idea is that Nikhil controls business activity, while Swapnil stays at member-only investor level unless counsel designs a separate work-authorized path.
Managing Member and Operating Partner. Director of Axentrix Pvt Ltd, based in Mumbai.
Member-only passive investor. H-1B holder currently staying in New Jersey.
H-1B planning note: passive ownership and active work are different risk categories. Swapnil should not perform work for the LLC unless a U.S. immigration attorney confirms a separate authorized employment structure.
These are the reminders that should be converted into actual calendar events once the LLC formation month, tax year, and registered agent renewal date are known.
Due on the first day of the LLC's anniversary month. Wyoming's minimum annual report fee is $60, or $0.0002 per dollar of Wyoming assets if greater.
Set an internal reminder one month before renewal so the registered agent does not lapse before the annual report cycle.
A default two-member LLC is usually taxed as a partnership. For calendar-year partnerships, Form 1065 is generally due by the 15th day of the 3rd month after year-end.
Ask the CPA whether Form 5472 or related reporting applies. Where it applies, incomplete or late filing can trigger a $25,000 penalty.
FinCEN's August 2026 final rule removed BOI reporting requirements for U.S. companies. Keep monitoring, but the Wyoming LLC is marked as no BOI filing required under the current rule.
Reference links: Wyoming Secretary of State, IRS Form 1065 instructions, IRS Form 5472 instructions, FinCEN BOI page.
The LLC sells to clients. Axentrix performs delivery work as a foreign vendor. The records should make that story obvious to a CPA, bank, or future reviewer.
The LLC signs the client agreement and issues USD invoices for digital services.
Payments land in Mercury, Wise, or another business bank account controlled by the LLC.
Axentrix Pvt Ltd bills for real work: engineering, AI workflow support, delivery, operations, or digital services.
The Managing Member approves the invoice and pays Axentrix from the LLC bank account.
After expenses, remaining LLC profit or loss is tracked through member capital accounts and allocated 50/50 unless the operating agreement says otherwise.
The goal is not complicated bookkeeping. The goal is a clear monthly packet showing client revenue, Axentrix vendor expense, payment proof, manager approval, and member allocation.
Axentrix pricing should be commercially supportable because Nikhil and Axentrix are connected. Use real SOWs, real invoices, and real deliverable evidence.
Reference links: IRS foreign partner withholding and DHS H-1B final rule.
This section is intentionally tucked at the end. If the LLC is only for services right now, you can ignore it or rename it to operations setup.
This checklist is for the internal agentic workflow or operational system you may build later. It is not part of the legal structure itself.
Decide whether the system handles intake, planning, tool use, review, reporting, or client delivery.
Create one small flow that takes a request, breaks it into tasks, and produces a reviewable result.
Track who approved client work, vendor invoices, payment actions, and final outputs.
Match client invoices, Axentrix invoices, and payment confirmations in the monthly close.