One of the most common questions for entities wishing to join – "Where do I sign up?" In fact, the legal entity may choose any of the 50 states or the District of Columbia. Many sought inclusion in certain states which are known to have favorable laws for corporations. If sub & # 39; management object wants to turn away from their "home" state, the most common states, which included sub & # 39; facilities management, with the & # 39 are the Delaware and Nevada. However, even taking into account the favorable laws in certain states, "home" state of the sub & # 39 facility management (ie, the state in which the corporation holds the majority of its activity) can often be the best state to be included.
Largely due to their liberal laws of incorporation and a favorable tax policy, the most "friendly incorporation" states with the & # 39 are the Delaware and Nevada. Here's why …
Do I need to include in Delaware?
Advantages of Delaware as the place of registration Var & # 39; iruyutstsa from the general law of the Corporation of Delaware to the flexibility built into the process of forming a corporation.
Inclusion in Delaware is generally not cheaper than in most other states. The initial fee for inclusion in Delaware may be only $ 89.00; annual tax deductible in many cases can be up to $ 65.00; and the cost of continuing operations also low. A lot of corporate income tax in Delaware for corporations that are formed in Delaware, as long as they do not conduct business in Delaware.
Another advantage of Delaware – wide and often easy to interpret the law of Delaware. Delaware has a separate court Office (Business Court), which does not use a jury, and instead uses the judges, which are protected according to merit (not selected). Since the jury did not, decision kantslerskaga Court rendered in the form of written opinions, and thus, in the state of Delaware there are a lot of written legal precedents on which to draw.
Delaware law also provides version of a limited liability company "Serial LLC". Traditionally, Ltd. just enough to create and maintain. It is similar to the formation of individual enterprise or partnership, but also provides a level of protection (corporate shield) as a limitation of liability. Unlike conventional, OOO "TV series" State of Delaware allows to consider different types of business separate from each other in terms of responsibility.
Turn on business or, create a limited liability company in the State of Delaware.
Come with tax time next year, you'll be pleased!
What about Nevada?
"Nevada" start corporate statutes based on Delaware, and continue creating a corporate structure that allows investors and corporate owners of "Nevada" to remain completely private. The Supreme Court of Nevada has consistently taken a very strong position in the field of corporate particular, even if the corporation does not adhere to basic corporate formalities.
Since the implementation of these regulations particularly in 1991 the number of new organizations in Nevada has exploded. Unlike most other states, Nevada does not require corporate theft disclose their information. In fact, the information is not stored in the state.
In addition, to ensure the confidentiality, Nevada allows its corporations to use the certificates for shares before the & # 39; Yavnik, it is virtually impossible to prove the ownership of the corporation "Nevada". Accordingly, owners or investors who use the shares before the & # 39; Yavnik can have full control and ownership while remaining anonymous.
Nevada also is not taxed on the profits of their corporations and citizens of the state. A corporation in Nevada is also not subject to any other hidden taxes, such as taxes on benefits, taxes on capital and taxes on inventory. Sales tax applies only to products that are sold within the state.
Turn on business or, create a limited liability company in Nevada.
Come with tax time next year, you'll be pleased!
Inclusion in your country may be the best!
For most small businesses may still be best to register in the state where your business is located. Many legal and business professionals are advised to turn you into a state in which your company is going to do most of their activities, and if you intend to do business only in one state, you should register in that state.
If you have registered in the state, which is traditionally considered "favorable to corporations," but then do business outside of your status, you may have to qualify to do business in the state in which you do business. Qualifications for business outside your state education called "foreign qualification" or "foreign qualification". Qualifications as foreign Corporation provides: (1) feeding the corresponding foreign documents corresponding qualifying Secretary of State; and (2) the payment of additional fees for filing and service. For some organizations, it may be worth the extra time and money associated with foreign qualifications, but for many corporations is simply creates an additional, unnecessary headache.
In determining the appropriate switching status should take into account the following considerations:
1. What are the tax implications / benefits of incorporating outside of your home?
2. What additional costs to include outside your home and where, where if you have foreign?
3. contribute to the corporate laws in one state for the type of sub & # 39 managing an object, and how they affect the liability of directors and / or shareholders of the corporation?
Despite the fact that the inclusion of "friendly" states of Delaware and Nevada promotes certain factors, including the part of the state may be more expensive and more complicated. For this reason, before making a final decision, it is important to consult with your attorney or accountant about the pros and cons of incorporating outside the state.