One of the most frequent questions for the entities that want to incorporate is: "Where have I joined?" In fact, an entity can choose between any of the 50 states or the District of Columbia. There has been a great hype about the incorporation in some states that are known to have favorable laws for companies. When an entity chooses to join outside their "home" state, the most frequent states that include entities include Delaware and Nevada. However, even taking into account favorable laws in certain states, the "home" of an entity (that is, the state in which the corporation performs most of its business ) can often be the best state to get in.
Due largely to its liberal incorporation laws and favorable fiscal policies, the most "friendly incorporation" states are Delaware and Nevada. And here's why …
Should I join Delaware?
The advantages of Delaware as an incorporation site range from the Law of the General Corporation of Delaware to the flexibility included in the corporate training process.
Incorporation into Delaware is generally less expensive than the rest of the states. The initial charge to join Delaware can be as low as $ 89.00; The annual franchise tax can be as low as $ 65.00 in many cases; And the cost of continuous operations is also low. There is no corporation income tax in Delaware for companies that are in Delaware provided they do not conduct business transactions in Delaware.
Another advantage of the incorporation of Delaware is the extensive and often easy interpretation of Delaware. Delaware has an independent court of justice (a business court) that does not use jury, but uses judges based on merit (not elected). As there are no juries, the decisions of the Court of the Foreign Ministry are issued as written opinions and, as such, Delaware has a large body of legal precedents written to entrust.
The Delaware law also allows a version of the Limited Liability Company called Serial LLC. Traditionally, an LLC is relatively simple to form and maintain. It is similar to the training of a single owner or an association, but it also provides a protection layer (the corporate shield) as a limitation of liability. Unlike regular lists, the "Serial" LLC of Delaware allows you to deal with different lines of business separately from the point of view of responsibility.
Incorporate a business or form a limited liability company in the state of Delaware.
Come on fiscal next year, I'm glad you did it.
What about Nevada?
Nevada began with corporate statutes based in Delaware and went further to establish a corporate structure that would allow investors and owners of Nevada corporations to remain completely private. The Supreme Court of Nevada has consistently taken on firm support in the protection of corporate privacy, even when a corporation does not adhere to the basic corporate procedures.
Since the implementation of these privacy statements in 1991, the number of new additions to Nevada has erupted. Unlike most other states, Nevada does not require company owners to disclose their information. In fact, the information is not preserved in the file with the status.
In addition, to guarantee privacy, Nevada allows its corporations to use stock bearer certificates, which make it virtually impossible to prove ownership of a Nevada corporation. Consequently, owners or investors who use carrier actions may have full control and ownership while remaining anonymous.
Nevada also does not pay the income of its corporations or the citizens of their state. A Nevada corporation is also not subject to any other hidden taxes, such as tax exemption, capital stock taxes or inventory taxes. The sales tax is only applicable to products that are sold within the state.
Incorporate a business or form a limited liability company in the State of Nevada.
Come on fiscal next year, I'm glad you did it.
Incorporation into the home state can be BETTER!
For most small businesses, however, it may be best to include in the state where your business is based. Many legal and business professionals advise you to join the state in which your business intends to carry out most of the business, and if you want to do business in a single state, you will have to incorporate it, hi
If you are incorporated into a state that is traditionally considered "corporation-friendly", but after doing business outside of your incorporation, you will probably need to qualify to do business in the state where you are doing business. Qualifying to do business outside of your membership is called "foreign qualification" or "foreign qualification". The qualification as a foreign company includes: (1) presenting the corresponding foreign qualification documentation with the Secretary of the corresponding State; and (2) pay additional filing and maintenance fees. For some entities, it may be worth the extra time and money associated with the foreign qualification, but for many companies, it simply creates an additional and unnecessary headache.
When determining the right incorporation status, you should do the following considerations:
1. What are the fiscal implications / advantages of incorporating outside of your home state versus incorporation into your home state?
2. What are the additional costs of joining outside your home state and where, in any case, should you qualify as foreigners?
3. Are corporate laws in a favorable state for the type of business entity that is forming, and how do the obligations of the principal and / or shareholders of the corporation affect?
Although some factors favor the incorporation into the "friendly" states of Delaware or Nevada, it can be more expensive and more complicated to incorporate outside the state. For this reason, it is important to consult with your lawyer or account the pros and cons of being incorporated outside the state before making the final decision.