January 15, 2009
Should I Form a Delaware LLC or Corporation?
Choosing Between a Delaware LLC and a Delaware Corporation
The “Limited Liability” of Both Entities
The owners of a sole proprietorship or general partners of a partnership are not protected from the judgments against and liabilities of the business or from the acts of their business partners.
The stockholders of Corporations and members owning units in Limited Liability Companies (LLCs), on the other hand, benefit from “limited liability.” In other words, their liability is limited to their investment in the stock of the Corporation or in the units of the LLC.
Why Choose a Delaware LLC?
Simple LLC Tax & Legal Explanations
A Delaware LLC gives the greatest tax flexibility. The Delaware LLC operating agreement includes management provisions and buy-sell provisions, making the LLC a popular entity to own real estate, boats and airplanes and a popular entity for foreign citizens to render services or sell products.
A one-member Delaware LLC starts out being taxed as a sole proprietorship. All income and expenses “pass through” to be reported on schedule C of the individual tax return of the member. No EIN (Employee Identification Number) is necessary.
A multi-member Delaware LLC starts out being taxed as a partnership that needs to apply for an EIN on Form SS-4. Each year, a Form 1065 Partnership Return needs to be filed with a Form K-1 for each member listing the income or losses to be reported by each member.
The main disadvantage for owners of a Delaware LLC that is taxed as a sole proprietorship or partnership is that all taxable income, which passes through to the owners, is treated as “earned income” and is subject to employment taxes. Therefore, the 15.3% Social Security-Medicare rate applies to the first $90,000 of earned income and the 2.9% Medicare rate applies to all earned income over $90,000.
Why Choose a Delaware Corporations?
Simple Delaware Corporation Tax & Legal Explanation
A Delaware Corporation is controlled by a majority of its stockholders. A Delaware Corporation needs to obtain an Employer Identification Number (EIN) and file a U.S. Corporation Income Tax Return each year.
A Delaware Corporation starts out as a “C” Corporation for tax purposes. This means that the taxable income (after deductions for salary, business expenses and depreciation on furniture and equipment) is taxable to the Corporation. The Corporation would only be taxed on income “effectively connected with the United States.” The beginning corporate tax rate of 15% applies to the first $50,000 of Corporation taxable income each year.
The low 15% tax rate is only available to a Delaware Corporation rendering personal services if a person who is not employed by the Delaware Corporation owns at least 6% of the issued stock of the Corporation. Otherwise the top personal tax rate would apply to the taxable income from personal services in the Corporation.
A Delaware Corporation owned by one or more U.S. citizens or permanent residents may file a Subchapter “S” Election with the Internal Revenue Service on Form 2553 within 75 days after either the date of incorporation or the beginning of a year. The “S” Election will cause the taxable income of the Corporation to be passed through to be taxed to the Corporation’s stockholders in proportion to their stock ownership.
For personal service, please feel free to call our Incorporation Specialists on our toll-free line (800) 759-2248 if you have any questions.
Or, for more information, please visit our website at http://www.incnow.com
Duration : 0:3:28
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December 7, 2008
The Profiles Series - Genespan Corp.
Founded in 1994 by Tony Goffe, Genespan was led by several former scientists from CellPro Inc.
Profiles Series (Profiles Productions LLC) Features (Genespan Corporation) Show: The Profiles Series Executive Producer Wali Waiters \ FILMED BY the Profiles Series Produced by Profiles Productions LLC
Duration : 0:4:27
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November 22, 2008
Vice President’s Bio
Meet the Vice President of Misfits LLC. As he talks about himself and whats on deck for Misfits Ent.
Duration : 0:6:18
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November 16, 2008
4 Steps to Getting Your New Business Started
1. File Certificate of Corporation/Formation
2. Acquire Employer Identification Number
3. Open Bank Account
4. Sign in Name of Corporation/or LLC
The Formation Process
How Long Does the Formation Process Take?
After completing the Online Incorporation Form, you will typically receive your formation documents via Priority Mail Delivery within 4-6 days.
Can one person form a Corporation or an LLC?
Yes, one person (U.S. or foreign) can incorporate a Corporation in Delaware. One person (U.S. or foreign) can also form an LLC in Delaware.
Can a foreign person or Corporation form a Delaware Corporation or LLC?
Yes, a foreign person or Corporation can form and be the owner of a Delaware Corporation or LLC.
Can one person be an officer and director?
Yes, one person (U.S. or foreign) can be the President, Secretary, Treasurer and Sole Director of a Delaware Corporation, without disclosing the name or names in the Certificate of Incorporation. (Note: the Director or Directors are allowed to amend the bylaws of the Corporation).
One person (U.S. or foreign) can also be the owner and managing member of an LLC.
Formation Requirements
Do I need a business address in Delaware?
No, you do not need to have a business address or office in Delaware. The business address will be at the location where you conduct your business.
Do I have to maintain an office or bank account in Delaware?
No, an office or bank account does not have to be maintained in Delaware.
An annual fee of $90 is paid to Agents and Corporations, Inc. (Incnow) to serve as the statutory Registered Agent and to receive and forward copies of legal actions filed against the Corporation. Annual meetings can be held at any place and minutes can be signed by consent without a meeting. If you request it, we can also make referrals for mail-forwarding services and/or bank accounts.
Are there any minimum capital requirements?
No, Delaware does not have a minimum capital requirement to incorporate a Corporation or form an LLC.
For personal service, please feel free to call our Incorporation Specialists on our toll-free line (800) 759-2248 if you have any questions.
Or, for more information, please visit our website at http://www.incnow.com
Duration : 0:3:3
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October 5, 2008
Why To Use IncNow to Form Your Delaware Corporation or LLC
Agents and Corporations, Inc. (http://www.incnow.com) is a Delaware company that specializes in the formation of Delaware corporations, limited liability companies, LLCs, series llc, and registered agent services, in addition to offering services in Florida and Nevada. We are a dynamic company of experienced attorneys and highly trained Delaware corporation specialists who can answer a wide range of questions. The same individuals who answer the telephone also complete your company formation documentation services. This level of professional, personal service is unparalleled.
We provide unmatched value. In both the complete and economy Delaware corporation and LLC formation packages, our prices are the most competitive in the business. We are price-competitive in both the start-up cost and the Registered Agent cost. Most other Delaware Corporation services are more competitive in one or the other, but not both.
We are upfront with our one-price packages. We do not add-on extra fees during the order process. The pricing is clear and simple. We include the state fees, shipping costs, and all service charges and taxes in our quoted prices.
Most other services will send you blank forms with your Delaware Corporation. Unfortunately, business owners often neglect to fill in the blanks causing problems later. Agents and Corporations, Inc. completes the documentation for you. Your Delaware LLC Operating Agreement includes the Members’ names and company name. The Corporation’s minutes, unanimous action of directors, Bylaws and stock certificates are customized to your order.
We also accept special requests, such as:
*Legalization of documents with foreign consulates
*Domestication of foreign entities to the United States
*Opinion letters regarding the formation process and documents
*Multiple classes of stock and complex business structures
*Special provisions in the formation and organizational documents
*Springing Member LLCs for complex real-estate transactions with a single-member LLC
*Series LLC formation for individuals with multiple properties
*Free referrals to banks, mail-forwarding services, holding company services, office service providers, certified public accountants and the international EIN department at the IRS
*Payment service for franchise tax and annual report fees
Agents and Corporations, Inc. has been a family owned and operated business since 1974. For over 30 years, entrepreneurs have trusted us to form their Corporations and LLCs. With the advent of the internet and a second generation of management, Agents and Corporations, Inc. became one of the first online incorporation services under the name incnow.com in 1997.
Agents and Corporations, Inc. owns the office where it is located. It has not moved offices since 1982, which provides a great deal of continuity in the Registered Agent address. This makes us an easy agent to locate, even if your records are not updated for years.
Agents and Corporations, Inc. is also a very friendly and understanding company to work with if your business plan does not blossom. Many other Delaware corporation services send collection agencies after customers and require that a company pay hundreds of dollars to officially dissolve before closing that company account. At Agents and Corporations, Inc., should you notify us that you would like your company to simply go void, then we will mark your company inactive in our records. We do not require you to pay extra fees.
Agents and Corporations, Inc. has formed many successful Delaware Corporations and LLCs. We would like yours to be the next.
For personal service, please feel free to call our Incorporation Specialists on our toll-free line (800) 759-2248 if you have any questions.
Duration : 0:2:56
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