Incorporation of a US Company - FAQ about US Companies (LLC, Corporation, Delaware or Any Other State) (2024)

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• Types of US Companies
• Comparative Table
• Why Delaware?
• FAQ about US Companies

FAQ about U.S. Companies

1. What are the advantages of incorporating my company?

   There are several:

   • - Separate Legal Identity
     
   • - Shareholders' Limited Personal Liability
     
   • - Perpetual Existence
     
   • - Possibility of Tax Benefits
     
   • - Professional Image
     
   • - Greater Accessibility to the Capital.
     
2. What are the advantages of a Delaware Company?

   There are at least fifteen.

3. Do I need a Corporate Seal?

   The Corporate Seal can be required by your bank, government agencies, some contracting parties, or, during the signature of certain contracts or official documents. Thus, it is preferable that your Company has one.

4. What is an EIN number?

   It is the Employer Identification Number, i.e. an identification number provided by the Internal Revenue Service (IRS) to every American business, whether incorporated or not, with or without employees. The EIN (also known as "Federal Tax Identification Number", "Tax ID Number" or "TIN") is a single nine digit number (xx-xxxxxxx format) which constitutes, to some extent, the social security number of the Company. It may be required by various parties, such as government agencies, suppliers, etc. Before opening a bank account using your Company's name, all American banks will require that you provide the EIN.

5. Do I need an attorney or an accountant to incorporate my Company?
   
   No, not necessarily. Actually, CorpoMax assists several professionals (lawyers, accountants, tax experts and others) during the incorporation process of U.S. Companies. However, it may sometimes be useful to consult a qualified professional before processing the incorporation.

   CorpoMax is a corporate service firm only. Therefore, it cannot provide any advice or service of a legal, accounting, financial, or tax nature.

6. What type of entity is most appropriate for my needs?
   
   Considering that each Company is unique, it may sometimes be useful to contact a professional to get some advice. CorpoMax is a corporate service firm only. Consequently, it cannot provide any advice or service of a legal, accounting, financial, or tax nature.
7. What are the annual corporate obligations of my U.S. Company?
   
   Each year, Delaware Companies must:
   - File an Annual Report (corporations only)
   - Pay a Tax (generally a minimum of US$75 for Corporations and US$250 for LLCs)
   - Pay their Registered Agent fees.
8. What are the main types of incorporated businesses?
   
   There are several. The most popular are the Corporation (C or S, General or Close) and the LLC (Limited Liability Company).
9. What is a Registered Agent?

   A Registered Agent is an individual or company that resides in the State where your Company was incorporated. As the official representative of your Company in this State, the Registered Agent receives and forwards you:
   - any documents and notices emanating from the corporate authorities (e.g. Annual Report, Franchise Tax Notice, etc.)
   - any notice or legal procedure involving your Company.

   CorpoMax is one of the registered agents recognized by the State of Delaware.

10. Must my Company be represented by a Registered Agent?
    
    Yes. The law requires that Corporations and LLCs be represented by a Registered Agent in the State where they were incorporated. CorpoMax is one of the registered agents recognized by the State of Delaware.
11. What are requirements concerning the Corporation's name?
    
    The Corporation's name must include any of the followings identifiers: "Corporation", "Incorporated", "Association", "Company", "Club", "Foundation", "Fund", "Institute", "Society", "Union", "Syndicate", "Limited", "Corp.", "Inc.", Co.", or "Ltd.". It is possible to prefix abbreviations by a comma (e.g. CorpoMax, Inc.) or not (e.g. CorpoMax Inc.).
12. What are requirements concerning the LLC's name?
    
    The LLC's name must include any of the followings identifiers: "Limited Liability Company", "LLC" or "L.L.C.". It is possible to prefix abbreviations by a comma (e.g. CorpoMax, LLC) or not (e.g. CorpoMax LLC). It is not possible to use the "Inc." abbreviation, which is for Corporations only.
13. Do I need a corporate ledger?
    
    It is important that your Company complies with the various legal requirements, in particular, those concerning Directors' and Shareholders' meetings. It is also necessary for your Company to preserve its corporate documents in a permanent ledger. Consequently, it is advantageous that all corporate documents, especially those coming from the State of Delaware (e.g. Certificate of Incorporation) as well as those you prepare (e.g. by-laws, minutes, etc.), be kept in such a ledger. The Corporate Ledger also includes the Seal of the Company.
14. What protection is granted to the Company's name?
    
    In Delaware, only your Company will have the right to use its name. However, it is possible for this name to be used by a company incorporated in another State or elsewhere in the world. In this case, it may be necessary to consider filing a trademark.
15. Is it difficult to incorporate a Company in the United States?
    
    Forming a company is a multi-step process, with a set of procedures that must be followed. CorpoMax can take care of this for you, giving you peace of mind and satisfaction guaranteed.
16. Can my Company have its headquarters outside Delaware?
    
    A company incorporated in Delaware has no obligation to have its head office in Delaware, nor to do any business in Delaware.
17. What is the minimal number of Company Directors?
    
    Only one Director is required for a Delaware Company. Moreover the same person can have several titles (e.g. President, Vice-President, Secretary and Treasurer).
18. How long does it take to incorporate my Company?
    
    If you use CorpoMax services, the normal turnaround time is 24 hours. Normally, you will get the corporate ledger of your U.S. Company in 3-5 business days. In case of emergency, it is possible to incorporate a Company in as little as half-an-hour, for an additional fee.
19. Must my Company have a bank account in Delaware?
    
    No. Your Company may have its bank account outside Delaware.