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Our company offers incorporation services in Delaware for clients, who prefer a corporation vs. LLC due to different tax reasons.
It is important to know that a Delaware corporation may become a small business corporation (S-corporation). S-corporations do not pay US corporate taxes and the corporate profit passes through the corporation to its owners. It gives considerable flexibility to the corporate owners, when they are able to conduct business as a regular corporation (C-corporation) or as S-corporation.
Information about a Delaware Corporation
Corporate name must end in one of the following: “association,” “company,” “corporation,” “club,” “foundation,” “fund,” “incorporated,” “institute,” “society,” “union,” “syndicate,” or “limited,” (or abbreviations thereof, with or without punctuation).
A corporate name must be distinguishable from existing corporate names in Delaware.
Registered office address must be located in Delaware. Our incorporation fee includes a Delaware registered office address and registered agent for the first year.
Principal office address (business address) may be in any country.
A minimum of one shareholder is required. Residents of any country, individuals and legal entities may become a shareholder.
A resident of any country may be appointed as Director. A minimum of one director is required. Corporate directors and officers are not permitted.
Officers must be individuals, may be a resident of any country. Positions of president, secretary and treasure are mandatory for each corporation.
One individual may be appointed as director, president, secretary and treasurer.
Federal income tax rate is 21%. Federal corporate tax returns for most types of corporations are due by the 15th day of the third month following the tax year (March 15 for calendar year).
Delaware state income tax rates are 8.7% and must pay its federal taxable income allocated and apportioned to Delaware. The tax is based on three factors: property, wages, and sales in Delaware. Delaware corporate income tax returns are due in the case of a calendar year taxpayer, on or before April 15 of the following year. In the case of a fiscal year taxpayer, the return is due on or before the 15th day of the fourth month following the close of the fiscal year.
A corporation is able to take tax deductions on business expenses (auto, office, etc.). A Corporation can also provide tax free benefits for its employees, such as dental, medical, etc.
Corporations must file annual franchise tax reports to the state. All active Domestic Corporation Annual Reports and Franchise Taxes for the prior year are due annually on or before March 1st and are required to be filed online. This fee will be included in our annual renewal fee which will be due the following year.
A corporation is required to maintain appropriate accounting records and file annual income tax returns with US Internal Revenue Services.
All non-residents who own a US corporation (min 25% foreign shareholders) must file a 5472 US tax return with the IRS for disclosure purposes even if you do not owe tax in the US.
Incorporator’s name and mailing address are listed in the articles of incorporation. The names and addresses of all the directors and the names and addresses of not more than 2 officers of the corporation are required to be listed in the annual franchise tax report to the Secretary of State.
There are no public records about shareholders.
Any records maintained by a corporation in the regular course of its business, including its stock ledger, books of account, and minute books, must be kept in the corporation’s principal office. The corporation’s principal office can be in any country.
There is no audit requirements.
Meeting is required, and could be held in any country. The board of directors may, in its sole discretion, determine that the meeting may be held solely by means of remote communication. The failure to hold an annual meeting does not affect the validity of any corporate action.
Incorporation of a Delaware Corporation usually takes 2 to 5 business days.