Located on the Atlantic coast, halfway between New York and Washington D.C., Delaware is one of the smallest states in the US both in terms of its area and population. However, it is a major US corporate domicile: more than 380,000 companies are incorporated in Delaware including 60 percent of the Fortune 500 and 50 percent of the companies listed on the New York Stock Exchange.
The year 2000 amendments to the Delaware Corporate Law afford corporations great flexibility in the use of Internet and other high-tech facilities: virtual meetings of directors or shareholders may bear the same legal force as personal ones.
OUTSTANDING FEATURES OF US COMPANIES:
|Corporative legislation||Laws on LLC have been adopted in virtually all states: Alabama, Alaska, Arizona, Arkansas, California, Colorado, Connecticut, Delaware, District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, Wisconsin, Wyoming. These laws are identical, with slight difference in the matters of incorporation and taxation of companies;|
|Form of tax-exempted company||Limited Liability Company (LLC) (hereinafter - company);|
|Authorized business activities||All and any activities not prohibited by the law
Providing of banking, insurance and re-insurance, trust services is subject to special license;
|Qualification of LLC for tax purposes||A LLC may be qualified either as corporation, partnership or sole proprietorship for tax purposes. An LLC with sole member shall not be treated as an entity separate from the member, and it shall be tacitly qualified, depending on who is the sole member, as follows:
- If the member is a natural entity sole proprietorship;
- If the member is a legal entity a subsidiary of the LLC with two or more members, it is qualified as partnership;
|Taxation||If the LLC is qualified for tax purposes as partnership, their income is only subject to taxation on the level of company members in proportion to their contributions. Members have to pay taxes in the USA, if business activities are carried out on the territory of the USA;
A company that carries out no business activities in the USA is exempted from payment of taxes in this country and entitled to pay taxes at its domicle. A company with non-resident members from USA that carries out no business activities on the territory of USA is not required to fill in the SS4 form and obtain the EIN (Employer Identification Number) number.
|Name of company||The name must not be identical or confusingly similar to the existing ones;
The ending of the company name must end differently in different states:
Delaware - Limited Liability Company; L.L.C. or LLC, there can be words Club, Foundation, Fund, Institute, Union, Syndicate, Trust, Society, Limited, in the name of company.
Vermont, W. Virginia, Oklahoma - Limited Liability Company or Limited Company, L.L.C., LLC, LC. Limited and Company or abbreviations Ltd. and Co.;
regon, Mississippi, New York, Florida, S. Dakota - Limited Liability Company or L.L.C.
Kentucky, Georgia - Limited Liability Company, Limited Company or LLC - LC;
Arkansas - Limited Liability Company, Limited Company or L.L.C., L.C., LLC, LC. Limited and Company or abbreviations Ltd. and Co.;
Wisconsin - Limited Liability Company, Limited Liability Co. and L.L.C., L.LC.
|Necessary documentation for registration||Application of registration agent;|
|Who executes the foundation documents?||Registration agent;|
|Statute capital of the company||There are no requirements according the minimum size of statute capital;|
|Shares||Company does not issue shares;|
- nominee shareholders
|No requirements according the number of participants, but its recommended to have at least two;
|Does the law provide for non- disclosure of information about the actual owner of company?||NO. If services of nominee shareholders are used, the actual owner of company stays anonymous;|
- minimum number
- nationality and citizenship
Status is nominated by the shareholders of Company;
|On the territory of a state there has to be:
- registration office
- registration agent
- local secretary
|Holding of the meeting
|Meetings can be hold in any part of the world. Minutes may be kept at any place. Annual shareholder meetings are required;
- keeping of accounting records
- annual account
- presentation of auditors conclusion
|Not required. Have to pay the government fee -Franchise Tax (in some states also to submit Annual Report or a List of Managers in secretariat of State)
Yes, if the number of taxpayer of USA has been received. In other cases not required;
|Information at disposal to third party||Name of company, date of incorporation, tax status, registration agent and office;|
|Documents kept at the registered office||No requirements;|
|Agreements on exemption from double taxation||All agreements signed in USA, but it depends on its regulations, how its going to be used;|
|Term of incorporation||3 weeks;|
|Costs of registration of company||Look below|
|Possibility to purchase a ready-made company||Yes|
The best offshore tools in the Delaware state: Limited Liability Company (LLC)
WHY DELAWARE BECAME THE CHOICE OF MANY OF OUR CLIENTS:
- Reputable US Delaware Corporation Law.
- Recognition of LLCs.
- Quick and inexpensive process of formation (LLC).
- One person may hold all positions in a LLC.
- No minimum capital requirements for LLC.
- Franchise tax for LLC is minimal and is not based on earned income.
- A superb separate court system for corporate litigation is considered the best in the US.
- Low annual support costs.
DELAWARE LLC FEES STRUCTURE
I. THE BASIC SET OF SERVICES AND DOCUMENTS:
The set includes Delaware state filing fee, certified copy of the Certificate of Formation, certified Certificate of Registration, Operating Agreement, authentication with Apostille, Registered Agent first year annual fee, processing fee.
II. OPTIONAL SERVICES
Certificate of Good Standing with Apostille: US$ 250
Obtaining of EIN (Employment Identification Number): US$ 450
Corporate seal: US$ 75
Note. Please add US$ 20 if shipping of the seal is required
Corporate kit: US$ 150
It includes sample Articles of Incorporation, By-laws, sample Shareholders Resolutions, 20 Share Certificates, all in a slip case with golden detailing, seal
Note. Please add US$ 50 if shipping of the kit is required.
Virtual Office Services:
Mail Forwarding Service - US$ 450.00
Fax Forwarding Service - US$ 450.00
Private Telephone Line Answering - US$ 1,500.00
Private line will be answered by a live operator in the name of your company and messages taken. Messages can be retrieved by calling our DE office.
All 3 services we can discount the total price to US$ 1,950 per year.
- We reserve the right to change fees without notice.
- The payment options are: WIRE TRANSFER.