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incorporate in delaware
U.S.A. Services

Why Incorporate In Delaware

State of Delaware Advantages

Delaware Registered Agent Service

Corporations Vs. Other Forms Of Business

Forming a Delaware Corporation

General LLC Benefits

Delaware LLC Formation Services

Paperwork for Forming an LLC

LLC FAQ

American LLPs vs. LLCs

American LLP Formation

Limited Partnership Formation

Incorporate in Arkansas

Incorporate in California

Incorporate in Colorado

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Incorporate in Nevada

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Non-US Residents F.A.Q.

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 To incorporate in Delaware this package price includes (most popular for USA residents):
 Search name availability for Corporation in Delaware
 Includes one-time filing fee for Delaware and our one-time service fee
 Preparation and Filing of the Certificate of Incorporation
 Formation within 24 hours of Receipt of Order with Payment
 A Recorded Copy of the Certificate of Incorporation within 5-7 Business Days of Filing
 
 The following documents will be posted to you (Note: these documents are sent to you through TNT Express Mail Service):
 Original Certificate of Incorporation
 
 The following documents will be e-mailed, which you need to print and sign:
 A 20 page Corporation Bylaws ready for signature (MS Word)
 Minutes of Consent Documentation of Organizational Meeting (MS Word)
 Federal Tax ID Number and Subcharter S Election Forms (PDF)
Basic Package
£ 99.00No Renewal fees
Click here to see all packages
(click here for other packages)
State of Delaware Advantages

1. Delaware is considered the most attractive state in the nation for organizing.
2. Delaware courts have a reputation of reaching reasonable and fair conclusions when construing the corporation laws.
3. Only one incorporator is required. A corporation may be the incorporator.
4. There is no minimum capital requirement.
5. The franchise tax compares favorably with that of other states.
6. For companies doing business outside of Delaware, there is no corporation income tax.
7. Delaware has no sales tax, personal property tax or intangible property tax on corporations.
8. No taxation upon shares of stock held by non-residents and no inheritance tax upon non-resident holders.
9. A corporation may keep all of its books and records outside of Delaware.
10. You may have a principal place of business/address outside of the State of Delaware as well.
DEAR VISITORS, If you want to become familiar with the description and the contents of Delaware company formation packages, offered by our company and to find above, what kind of service is included in this or that incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within foreign countries, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen.

Please note » The prices payable for the items that you order are clearly set out in the web site. There will be no contract of any kind between you and us unless and until we receive payment from you. We are not able to guarantee that any such filing will be acceptable to Secretary of State, nor are there any contractual obligation upon us to do so. If Secretary of State rejects incorporation or other electronic filing, we will credit your account with a full refund and the contract between us will be made void. Secretary of State does not offer a cancellation facility for the incorporation of companies or the electronic filing of documents. We will be unable to cancel any such submission on your behalf and will not refund any payment you have made. All prices shown at Coddan Web Site (www.myllc.co.uk) are in Great British pounds.

Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.

Limited Liability Company Formations. Incorporate a Company in Delaware. Same-Day USA Company Formation Why Incorporate in Delaware? Why Choose Delaware as Your Corporate Home? Summary of Our Services

Thank-you for visiting the website of Coddan. We hope that the site will be a valuable resource for clients and prospective clients who require up to date legal information in a quickly changing world. The decision of whom you choose to represent you is an important one. Please feel free to contact us with any questions you may have.

We recognize that organising a corporation, partnership, or limited liability company can be a maze of paperwork and documentation. Let us help you in compiling and organising all the necessary documentation, and even assist you in deciding which business form would work best for you. The form of entity selected for the conduct of a business greatly impacts the daily operations of the business and the income tax consequences to both the business and its owners. Our services extend from the initial document preparation and filing with appropriate authorities, including post-formation activities such as preparation and adoption of By-laws and director/shareholder resolutions.

Incorporate in the UKDelaware Corporation Advantages

All our Delaware companies are general trading companies which include search name availability for your Delaware Corporation. Preparation and filing of Certificate of Incorporation with state office. Our incorporation service and State filing fees. Certified Copy of the Certificate of Incorporation. Delaware Resident Agent for 12 months. Registered Address in the State of Delaware for 12 months.
Delivery Certified Copy of the Certificate of Incorporation is delivered as hard copy by post.
The following documents will be delivered via E-Mail: a professionally-prepared 20 page Delaware Corporation By-laws ready-for-signature (Word. format). Minutes or Consents Documentation of Organizational Meeting.

THE FOLLOWING UPGRADES CAN BE ADDED TO THE ABOVE PACKAGE:

1. Nominee Director service for 12 months - £140.00
2. Nominee Shareholder service for 12 months - £94.00
3. Apostilled Certificate of Good Standing - £125.00
4. Apostilled Certificate of Incorporation - £110.00

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United Kingdom Contact +44 (0) 207.060.0382

United Kingdom Contact +44 (0) 800.081.1510

E-Mail Contact info@myllc.co.uk

Our lawyers have vast experience in dealing with many types of business entities, from start-up ventures to large corporations. Our lawyers assist start-up businesses in the choice of entity, whether corporation, limited liability company, general partnership, limited partnership, or limited liability partnership. Each of these entity choices offers its own unique set of advantages and disadvantages. The key to setting up a successful business is properly defining the relationship among the owners. Our lawyers have experience in setting up these agreements, whether employment agreements, shareholder agreements, partnership agreements, or operating agreements.

We deliver a fast and reliable service as well as the lowest fees provided in Delaware, with no hidden charges. Incorporating is one of the best ways a business owner can protect his or her personal assets. Most people choose to incorporate solely for this reason, but there are other advantages as well. For example, the corporate business structure allows you to save money in taxes, provides greater business flexibility and lets you more easily raise capital.

The following is a detailed description of the entire incorporation process: complete our online questionnaire. We will prepare your Certificate of Incorporation, review it for completeness and file it with the Secretary of State. In some states, we may not be able to sign the Certificate of Incorporation on your behalf and will need to deliver it to you for signature. Once your materials are submitted, the processing time required will vary depending on the state in which you file. We will then prepare your Bylaws (Operating Agreement) and organizational minutes. Your corporation will become active when the Certificate of Incorporation has been accepted for filing with the Secretary of State. Once we receive the filed Certificate of Incorporation, we will deliver it to you, along with your complete corporations package. The directors of the corporation will need to sign the organizational minutes.

One single individual may simultaneously hold all of the executive offices and titles of a corporation, including: chairman of the board, president, vice president, secretary and treasurer. Unlike states that require as many as three different individuals to hold the posts of officers and/or directors, Delaware permits you to be a one-person corporation. A Delaware director shield law permits corporations to shelter their directors, liberally, from personal liability in connection with their actions as board members. Your corporation may be based, headquartered and/or operated in any state or territory of the United States - or in any city in any country in the world - providing that you retain the services of a Delaware registered agent such as Coddan. Delaware has a highly specialized and expert corporate bar that is very familiar with Delaware corporate law and which appears regularly before judges of the Court of Chancery.

There is no sales tax in Delaware. Whether your corporation is physically located in Delaware or not, as a corporation, your purchases in Delaware are not subject to sales tax. There is no state corporate income tax in Delaware on goods or services provided by Delaware corporations operating outside of Delaware. There is no state corporate tax on interest or other investment income in Delaware, when earned by a Delaware holding company. Delaware has no ad-valorem or value-added taxes (VATs). There is no State of Delaware inheritance tax on stock of Delaware corporations operating outside of Delaware held by non-residents of Delaware.

The liability of a shareholder of a Delaware corporation is limited by the amount of his investment in the corporation plus the corporate tax liability - provided that the corporation has conducted its business according to all applicable state and federal laws. Your Delaware corporation may own - without limitations as to amount or value - stocks, bonds or securities of other corporations located in Delaware or outside of Delaware as well as real and personal property. This means that your new corporation can be set up as, or later become, a corporate holding company or real estate holding company. Your Delaware corporation can be set up to be an all-purpose corporation - to conduct multiple types of business, to manufacture and/or market any products, to offer all kinds of services, simultaneously or sequentially.

All you have to do is include a broad "statement of purpose" in your Delaware Certificate of Incorporation (Corporate Charter) and other corporate documents such as: "The purpose of this corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware." This permits your Delaware corporation, for example, to start out as a real estate holding company, add your spouse's retail business to its activities and later become a manufacturer of packaged goods - all without having to alter your original documentation or file new corporate documents.
Limited Liability Company Formations. Incorporate a Company in Delaware. Same-Day USA Company Formation Why Incorporate in Delaware? Why do so Many Companies Incorporate in the State of Delaware?

The reason is not just one but several. They include the Delaware General Corporation Law that is one of the most advanced and flexible corporation statutes in the nation. Secondly, Delaware courts and, in particular, the Court of Chancery, have over 200 years of legal precedent as a maker of corporation law. Thirdly, the state legislature seriously takes its role in keeping the corporation statute and other business laws current. Lastly, the office of the Secretary of State operates much like a business rather than a government bureaucracy with its modern imaging system and customer service oriented staff.

Known as the Diamond State, Delaware is the home to more than half of the Fortune 500 corporations, and many small business owners around the globe have also incorporated in Delaware for a number of reasons. Delaware is also know as the First State because it was the first state to ratify the Constitution of the United States; Delaware's business laws, its Chancery Court with nationally recognized expertise and governmental services make Delaware a corporate haven.

Description of service Order Now
Basic Delaware Corporation Formation Package - £99.00
All our Delaware companies are general trading companies which include search name availability for your Delaware Corporation. Preparation and filing of Certificate of Incorporation with state office. Our incorporation service and State filing fees. Certified Copy of the Certificate of Incorporation. Delivery Certified Copy of the Certificate of Incorporation is delivered as hard copy by post. The following documents will be delivered via E-Mail: a professionally prepared 20 page Delaware Corporation By-laws ready-for-signature (Word. format). Minutes or Consents Documentation of Organizational Meeting.
ORDER
Classic Delaware Corporation Formation Package - £174.00
All our Delaware companies are general trading companies which include search name availability for your Delaware Corporation. Preparation and filing of Certificate of Incorporation with state office. Our incorporation service and State filing fees. Certified Copy of the Certificate of Incorporation. Delaware Resident Agent for 12 months. Registered Address in the State of Delaware for 12 months. Delivery Certified Copy of the Certificate of Incorporation is delivered as hard copy by post. The following documents will be delivered via E-Mail: a professionally-prepared 20 page Delaware Corporation By-laws ready-for-signature (Word. format). Minutes or Consents Documentation of Organizational Meeting.
Next Year Fees » £180.00 : Registered Address and Resident Agent Services, Annual Franchise Tax Report Preparation and Annual Franchise Tax Fee.
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Deluxe Corporation Formation Package - £314.00
All our Delaware companies are general trading companies which include search name availability for your Delaware Corporation. Preparation and filing of Certificate of Incorporation with state office. Our incorporation service and State filing fees. Certified Copy of the Certificate of Incorporation. Delaware Resident Agent for 12 months. Registered Address in the State of Delaware for 12 months. We provide a company nominee director service for 12 months. A professionally-prepared 20 page Delaware Corporation By-laws signed by Nominee Director. Minutes or Consents Documentation of Organizational Meeting. Pre-signed, undated resignation letter from Director. General Power of Attorney. Indemnity Letter for General Power of Attorney. Agreement for the provision of nominee service and indemnification of nominees.
Next Year Fees » £320.00 : Registered Address, Resident Agent, Nominee Director Services, Annual Franchise Tax Report Preparation Fee and Annual Franchise Tax Fee.
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Limited Liability Company Formations. Incorporate a Company in Delaware. Same-Day USA Company Formation Delaware's Business Entity Laws are Among the Most Advanced and Flexible in the United States

State of Delaware Advantages. Advantages of Delaware Corporation Law. Why Incorporate in Delaware?

There is no state corporate income tax in Delaware on goods or services provided by corporations (or limited liability companies) operating outside of Delaware. There is no sales tax in Delaware. Whether your corporation (or limited liability company) is physically located in Delaware or not, as a Delaware corporation, your purchases in Delaware are not subject to sales tax. There is no state corporate tax on interest or other investment income in Delaware, when earned by a Delaware holding company.

Delaware has no personal property tax. There are no State real property taxes, and the local real property taxes are very low. Delaware has no value-added taxes (VAT). Delaware has no taxes on business transactions (TBTs), which are essentially VATs that exempt retailers. Delaware has no use tax, inventory or unitary tax. There is no State of Delaware inheritance tax on stock of Delaware corporations operating outside of Delaware held by non-residents of Delaware. There is no Delaware capital shares or stock transfer taxes.

Broad corporate powers permit conduct of several legal businesses by one corporation. One person can be the only officer, director, and shareholder. Officers and directors can be indemnified, limiting their personal liability. Corporate books and records may be kept anywhere in the world. No minimum amount of capital is required. Non-resident shareholders pay no Delaware tax on shares. Shareholders are protected by takeover statue, which limits abusive hostile takeover tactics. Directors need not be shareholders. Service from the State of Delaware is fast and efficient. Incorporation costs are low. Most Delaware corporations can be formed within minutes and documents are available within 24 to 48 hours.

Delaware corporation law has well-established legal precedent. Delaware courts are respected nationwide for their expertise in corporate matters. Voting provisions requiring greater-than-majority approval may be enacted. Liberal choice of corporate name provisions and ease of reserving corporate name. Corporation may pay dividends from profits and surplus. Shareholders, directors and/or committee members may act by unanimous written consent in place of formal meetings. Directors may be given the power to make and alter Bylaws. The director(s) of a Delaware corporation are permitted to set the sales price on any stock the corporation issues and plans to sell. The director(s) of a Delaware corporation may determine what percentage of the consideration received from the issue of their stock is to be considered capital. This is important because it gives the directors greater flexibility regarding the use of funds obtained in a public offering, so that large amounts are not tied up in the capital account.

Corporation may own - without limitations as to amount or value - stocks, bonds or securities of other corporations located in Delaware or outside of Delaware as well as real estate personal property. This means that your Delaware corporation can be set up as, or later become, a Delaware holding company. Different kinds of business may be carried on in combination. Corporation may fix quorum of board of directors - not less than one-third of the whole board; two if only two shareholders; one if only one shareholder. Voting trusts and voting agreements may be created. Delaware law includes close corporation provisions. Personal financial liability of owners no greater than the shareholders' or members' investment; owners are insured from personal liability for negligent acts of the entities and its debts. Separate legal identity - a corporation or LLC has a distinct identification completely apart from its owners, directors and officers.

Ease of transferability of ownership - shares of stock in a corporation or interest in an LLC may be sold or distributed without impairing organization or operation. Uninterrupted legal existence - both corporations and LLC's have a perpetual life even upon death of primary owners or officers. Subchapter "S" election or LLC partnership treatment - permits tax savings by flowing through deductions and losses to personal tax returns. Bank accounts not required to be in Delaware. Capital requirements have no minimum. Bylaws may be made and altered by directors or by agreement of members. No par value required for stock.
Limited Liability Company Formations. Incorporate a Company in Delaware. Same-Day USA Company Formation Asset Protection

One of the best reasons for incorporating, or forming a limited liability company, is to separate your personal assets from your company's assets. If you conduct business without using a corporation, or limited liability company, you place your assets at risk. Separating your personal property from your business property, and using a legal form such as a corporation, can help protect your personal property. Incorporation or formation of a limited liability company also allows you to take advantage of the statutory and judicial laws of Delaware, to help you plan how your business runs.

An example: Delaware Law allows for a version of the limited liability company often called a Serial LLC. An LLC is normally very simple to create. The major difference between an LLC and a sole proprietorship or a partnership is the limitation of liability an LLC brings to you. But say that you wanted to conduct more than one type of business, and you didn't want to create a separate corporation or limited liability company for each. The "Serial" LLC allows different lines of business to be treated separately from each other from a liability standpoint. So, for example, an LLC that owns several apartment buildings may insulate the LLC from liability for each individual building, if the operating agreement allows for it, and the operating agreement is followed. For more information take a look at the Limited Liability Company Act of the Delaware Code (especially, Title 6, Section 18-215; Series of members, managers or limited liability company interests).

A Delaware Corporation which is properly formed and operated as a corporation assumes a separate legal and tax life distinct from its shareholders. A corporation pays taxes at its own corporate income tax rates and files its own corporate tax forms each year (IRS Form 1120). As a separate entity, it can buy real estate, enter into contracts, sue and be sued completely separate from its owners. Also, money can be raised easier via the sale of stock; its ownership can be transferred via the transfer of stock; the duration of the corporation is perpetual (the business can continue regardless of ownership); and the tax advantages can be considerable (i.e. you are able to deduct many business expenses, healthcare programs, etc.). Income is reported completely separate via a tax return for the corporation. Normally, a corporation's management and control is vested in the board of directors who are elected by the shareholders of the corporation. Directors generally make policy and major decisions regarding the corporation but do not individually represent the corporation in dealing with third persons. Rather, dealings with third persons are conducted through officers and employees of the corporation to whom authority is delegated by the directors of the corporation.

To retain the corporate existence and thus the benefits of limited liability and special tax treatment, those who run the corporation must observe corporate formalities. Thus, even a one-person corporation must wear different hats depending on the occasion. For example, one person may be responsible for being the sole shareholder, director, and officer of the corporation; however, depending on the action taken, that person must observe certain formalities: Annual meetings must be held, corporate minutes of the meetings must be taken, officers must be appointed, and shares must be issued to shareholders. Most importantly, however, the corporation should issue stock to its shareholders and keep adequate capitalization on hand to cover any "foreseeable" business debts.

The corporation is the most enduring form of business entity. Originally created hundreds of years ago as a way to protect the shareholders in risky overseas ventures, corporations today are now formed by filing the necessary documents and fees with the Secretary of State. This creates a separate legal entity that is separate from the shareholders. It's akin to creating a new "person" with its own name and social security number (called the EIN or Tax ID Number: we can prepare this for you). The rules for operating your corporation are set in what are called corporate Bylaws. This document sets the rules for operating the company and can be modified as the business grows and changes.

Operating a corporation involves at the minimum holding a yearly directors and shareholders meeting (the location is determined by you and the expenses are deductible), keeping written minutes of major company decisions and maintaining general corporate compliance as dictated by the corporate Bylaws.
Limited Liability Company Formations. Incorporate a Company in Delaware. Same-Day USA Company Formation Life After Incorporating

Many business owners delay incorporating or forming a Limited Liability Company (LLC) because they are apprehensive about the documentation required to keep their company in compliance. Incorporating or forming an LLC helps protect personal assets and provides tax-deductible benefits for employees and owners. It's unwise to forgo these benefits simply due to a healthy fear of paperwork. While state-by-state requirements vary, here are three important tips to help you keep your company in compliance and protect your personal assets in the event of legal action against your company: avoid co-mingling your personal funds and identity with that of your company. Document your corporate/LLC activities. Be on time when paying your state franchise taxes and submitting your company's annual report. Keeping your personal identity separate from your company includes signing business documents not only with your name but also with your business title and the name of your company. Other tips: avoid using personal checks or funds for business expenses and visa versa; avoid using personal stationary for business communications and company letterhead for personal matters. Equally important is documentation of company activities. This includes keeping company records such as articles of incorporation, annual meeting minutes, sales of company shares, bylaws and business contracts in an organized format like a corporate binder or kit. As changes occur in your company structure, it is important to also keep amendments in your company files.

Finally, to protect your corporate status, you must remember to pay your annual state franchise taxes and file your annual report with the state. Failure to do so will result in the state voiding your company and treating it as an inactive entity. Fear not, resources are available to help your company stay in compliance. Apply for your Federal Tax ID and take care of any special IRS elections such as S Corporation status. Write your company bylaws and any operating agreements you may need. Open your company bank account. If a corporation, then hold your first corporate annual meeting with written meeting minutes. If you formed a corporation, file an annual report with your state. Select an accountant/tax preparer and an attorney for your company. Coddan can assist you in forming or qualifying your company in any state you choose and can assist you in keeping track of your state qualifications. In addition to filing corporations and limited liability companies in all 50 states and the District of Columbia, Coddan offers a wide range of products and services to help businesses preserve and protect their corporate status. We provide registered agent services, and mail forwarding services, corporate kits, certificates of good standing and qualifications to do business in any state. Our commitment to the success of small businesses does not end there.


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