. Each form has its own costs and legal and tax implications. Corporations enjoy many advantages over business partnerships and sole proprietorship. But there are also disadvantages. Stockholders are not liable for corporate debts. This is the most important advantage of a corporation. In a sole proprietorship and partnership, the owners are personally liable for the debts of the business. If the assets of the sole proprietorship or partnership cannot satisfy the debt, creditors can go after each owner's personal assets. On the other hand, if a corporation runs out of funds, its owners are usually not responsible. For the majority of small businesses, the relative simplicity and flexibility of the LLC makes it the better choice.
This is especially true if your business will hold property, such as real estate, that's likely to increase in value. That's because regular corporations (sometimes called C corporations) and their shareholders are subject to a double tax (both the corporation and the shareholders are taxed) on the increased value of the property when the property is sold or the corporation is liquidated. By contrast, LLC owners (called members) avoid this double taxation because the business's tax liabilities are passed through to them; the LLC itself does not pay a tax on its income. But an LLC isn't always the best choice. Occasionally, other factors will be present that may tip the balance toward a corporation. If you have an idea for a business, we can also assist you in start-up your new business directly in the USA from the ground up. In the USA, you must register your business, which we can do for you. Let us know how we can help.
Choose one of the following packages (or choose the appropriate link on the left-side of the page) that will best serve you:
Further information
How do you know whether a corporation or LLC is right for your business? What are the advantages and disadvantages of incorporating vs. forming a limited liability company (LLC)? Choosing Between An S-Corporation And A Limited Liability Company (LLC). Learn more about S Corporations and Limited Liability Companies (LLC), and decide if one of these business structures is right for you. S Corporation vs. LLC: Which is Best for Your Business? If you are a small business owner thinking of making the switch from a sole proprietorship to an LLC. Determining the type of legal structure for a new business can be daunting for entrepreneurs and small business owners. LLCs are more versatile and are easier to use than S Corporations when gifting interests or doing estate business. California LLC vs an S corporation. Which is Better? You want to entice or keep key employees by offering stock options and stock bonus incentives.
S Corporations vs. LLCs. S corporations and LLCs possess similarities: They offer their owners limited liability protection and are both pass-through taxation. According to state laws, corporations and LLCs must have a registered agent in the state of formation. The registered agent can be a company or an individual, and must have a physical address in the state of incorporation (no P.O. Boxes). Incorporate in Delaware for legal benefits & business advantages other states and countries do not offer. Why incorporate in Delaware? Benefits of registering in Delaware, forming a corporation.
The registered agent is named in the articles of incorporation, and is responsible for receiving important legal and tax documents, such as franchise tax forms, annual report statements and service of process documents. Coddan provides representation services both domestically and internationally to meet all of your representation needs, including: registered agent services, special agency services and contract agent services.
Coddan is in the unique position of being the only registered agent able to provide not only the basics as required by statute, but also a suite of integrated services that will help you keep your entities in compliance, manage your litigation, provide direction on board governance, complete necessary corporate transactional work, and manage your Intellectual Property. We will exceed your expectations of what a registered agent can do. Resident agent service, Delaware, Nevada, California, New York NYS, DC, District of Columbia, Illinois, Florida, Resident Agent Services.
In order to register either an incorporation or LLC name, that name must be available. Once you place your order, we will check for availability in your selected state. If you want to ensure that you get your primary name, when you order we suggest that you don't include a secondary name.
This way we will not try to register your secondary name if your primary is not available. A registered agent is the person who is responsible for receiving service of process within your state of incorporation. You are not permitted to use a P.O. box when selecting a registered agent. Typically you will be the registered agent for your new entity. In some cases you will need a registered agent. For example, if you are incorporating in one state and operating your business in another state. A Federal Tax Number, or EIN number (Employer Identification Number). The EIN number can be used by corporations when they setup bank accounts, hire employees, or file tax returns. The EIN number for the corporation can be compared to the Social Security Number (SSN) for the individual.
A LLC (Limited Liability Company) will provide the same liability protection as a corporation, however it will have a more simple structure.
Many businesses choose the formation of a LLC because of the pass through tax status, and the ability to operate very similar to a sole-proprietorship, or partnership structure. Customers like you choose Coddan everyday when forming a new Arkansas LLC or a new Arkansas corporation because of our customer service and experience. Upon placement of your order, one of our knowledgeable staff reviewers will conduct a preliminary name search - noting potential conflicts within Arkansas, prepare and file your articles of organization with the Arkansas Secretary of State, and see that the filing gets approved with as little delay as possible. When you are forming a Arkansas business, choose our service because we prepare and file your articles of organization with the Arkansas Secretary of State. We also conduct a name search for your Arkansas filing, prepare the initial articles, submit the forms, and pay Arkansas the required fees.
Once your articles have been approved in Arkansas your business has been formed.
You work hard to build your Business. That is why it is important to take full advantage of current Tax Laws. Find your individual State Site and examine the laws and guidelines and may affect you. If you decide on LLC vs S Corp you will want to look into the protecting the Corporate Veil. Another consideration is Foreign Owned Corporations, or payments to foreign citizens. Hiring a Independent Contractor can change the rules with the IRS. Also protect yourself with Independent Contractor Agreements. If you decide to form an LLC know all States have the same basic guidelines; however, they do differ with fees and protecting the Corporate Veil. Check out different states, whether it is California, Delaware, Kansas, Maryland, Michigan LLC, North Carolina, Wyoming or any other state, there are benefits that can suit your business better financially.
There's no right or wrong choice that fits everyone. Your job is to understand the advantages and disadvantages of each legal structure and pick the one that best meets your needs. The best choice is not always obvious. After reviewing this section, you may want to review the material again concerning the advantages and disadvantages of business types in the above section Business Types.
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)
Classic Package
£ 174.00
Renewal fees from £180
To register in Delaware, this package price includes (most popular for USA and EU 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 within 5-7 Business Days of Filing Delaware Resident Agent for 12 months Registered Address in the State of Delaware for 12 months 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)
Deluxe Package
£ 314.00
Renewal fees from £320
To starting business in Delaware, this package price includes (most popular for overseas 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 Guaranteed Formation within 24 hours of Receipt of Order with Payment A Recorded Copy of the Certificate within 5-7 Business Days of Filing Delaware Resident Agent for 12 months Registered Address in the State of Delaware for 12 months Nominee Director for 12 months The following documents will be delivered via TNT, and some documents require signatures: Certified Copy of the Certificate of Incorporation A pre-signed, undated letter of resignation from the nominee director General Power of Attorney signed by Member An indemnity Letter for General Power of Attorney A nominee service agreement which provides for the indemnification of the nominees 20 page Corporation Bylaws signed by Member Minutes or Consents Documentation of Organizational Meeting Federal Tax ID Number and Subcharter S Election Forms (PDF)
Incorporate in Delaware: Legal Requirements
Delaware Company subscriber may be resident outside the U.S.A. Delaware corporation may be organized by one person. The organizer need not be a natural person, nor a director. A corporation may have a sole owner and the types of entities which may own a corporation is not restricted. You must appoint a minimum of 1 director. Director can be private individuals only. Directors are not required to be listed in the Articles of Incorporation. A director can be of any nationality. There is no maximum number of directors. The same person may have several officer titles (e.g. President and Secretary, Vice-President and Treasurer, etc.). Officers are not required to be listed in the Articles of Incorporation. A director need not be a shareholder. Most states require that a corporation have a Registered Agent who maintains a registered office within the state of formation. The Corporation head office may be located anywhere in the world. Minimum number of shareholders - one. Shareholders residency requirements - no requirements. Minimum authorized share capital- no requirements. Minimum issued - one share. Annual Franchise Tax Report & Payment must be received by Secretary of State by March 1st.
CODDAN - INCORPORATION & LEGAL STRUCTURES. CHOOSING A LEGAL STRUCTURE. WHICH LEGAL STRUCTURE TO CHOOSE? FORMS OF BUSINESS ORGANIZATIONS. CORPORATIONS VS. OTHER FORMS OF BUSINESS
In what legal form will you do business? Corporations are the most common example of a business structure. Large, publicly traded companies are corporations. Many people just start doing business and file a Schedule C with their personal 1040 income tax return for tax reporting purposes. By doing this you are considered a "sole proprietor." An individual starting a business is by default a sole proprietor unless some other business structure is chosen. You and your business are considered one and the same. Every business needs to take a legal form. If you don't make a choice, a one-person business is, by default, a sole proprietorship. But there are other choices - a partnership, an LLC and corporation. S corporations and LLCs possess similarities: They offer their owners limited liability protection and are both pass-through tax entities. Pass-through taxation allows the income or loss generated by the business to be reflected on the personal income tax return of the owners. This special tax status eliminates any possibility of double taxation for S corporations and LLCs. That's where the similarities end. The ownership of an S corporation is restricted to no more than 75 shareholders, whereas an LLC can have an unlimited number of members (owners). And while an S corporation can't have non-U.S. citizens as shareholders, an LLC can.
In addition, S corporations cannot be owned by C corporations, other S corporations, many trusts, LLCs or partnerships. LLCs are not subject to these restrictions. LLCs are also more flexible in distributing profits than S corporations, wherein the corporation can only have one class of stock and your percentage of ownership determines the percentage of pass-through income. On the other hand, an LLC can have many different classes of interest, and the percentage of pass-through income is not tied to ownership percentage. The pass-through percentage can be set by agreement of the members in the LLC's operating agreement. S corporations aren't without their advantages, however. One person can form an S corporation, while in a few states at least two people are required to form an LLC. Existence is perpetual for S corporations. Conversely, LLCs typically have limited life spans. A few states require LLCs to list dissolution dates in their articles of organization, and certain events such as the withdrawal or death of a member can cause LLCs to automatically dissolve. The stock of S corporations is freely transferable, while the interest (ownership) of LLCs is not. This free transferability of interest means the shareholders of S corporations are able to sell their interest without obtaining the approval of the other shareholders. In contrast, member of LLCs would need the approval of the other members in order to sell their interest. Lastly, S corporations may be advantageous in terms of self-employment taxes in comparison to LLCs. Incorporate in Delaware Online: Free Name Check For Your Delaware LLC or Corporation |
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So what is the difference between an S corporation and an LLC? And which structure is right for you? The answer depends on your own unique situation. If operational ease and flexibility are important to you, an LLC is a good choice. If you are looking to save on employment tax and your situation warrants it, an S corporation could work for you. Non-US residents can be owners of a C Corporation while an S Corporation may not have non-US residents as shareholders. Corporations cannot be owned by C Corporations, other S Corporations, many trusts, LLCs, or partnerships. C corporations are not subject to these restrictions. Don't know which type of Entity to form? Call one of our specialists for a FREE CONSULTATION today! Call 0-207-637-3802 or you can chat with one of our reps live online.
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A major factor that differentiates an S corporation from an LLC is the employment tax that is paid on earnings. The owner of an LLC is considered to be self-employed and, as such, must pay a “self-employment tax” which goes toward Social Security and Medicare. The entire net income of the business is subject to this tax at a rate of 15.3%. In an S corporation, only the salary paid to the employee-owner is subject to employment tax. The remaining income that is paid as a distribution is not subject to employment tax under IRS rules. Therefore, there is the potential to realize substantial employment tax savings.
Each form has its own costs and legal and tax implications. Corporations enjoy many advantages over business partnerships and sole proprietorship. But there are also disadvantages. Stockholders are not liable for corporate debts. This is the most important advantage of a corporation. In a sole proprietorship and partnership, the owners are personally liable for the debts of the business. If the assets of the sole proprietorship or partnership cannot satisfy the debt, creditors can go after each owner's personal assets. to make up the difference. On the other hand, if a corporation runs out of funds, its owners are usually not responsible.
A new business can form a C corporation or an S corporation. According to some press reports, the number of S corporations that are sprouting is actually surpassing the formation of C corporations in part because of the advantages inherent with S corporations. Most businesses just starting out will opt for the S classification. Unlike LLCs, both S corporations and C corporations can go public. For that reason, venture capital companies prefer to work with corporations rather than with LLCs. S corporations, like LLCs, don't suffer from double taxation. C corporations may face double taxation, but they can have incentive stock option plans. C corporations face double-taxation, but S corporations also have drawbacks. Their chief disadvantage is that the number of shareholders that an S corporation can have is capped at 35, according to Zabludowski. In addition, there are limitations on who can be a shareholder in an S corporation. S corporations can't have a corporation or a foreigner as a shareholder. Both S and C corporations require more ongoing paperwork than an LLC. They must file articles of incorporation, hold directors' and shareholders' meetings, keep corporate minutes and hold shareholder votes on major corporate decisions. You'll also need to check with federal and state trademark registries to determine whether the name you've chosen for your company is available. Business owners who are seeking to incorporate will also have to complete corporate bylaws, which outline when the annual shareholder meetings will be held, who can vote, how shareholders will be informed if there's a need to additional meetings, and so on. If you have questions please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318. How to Form a Corporation or Form an LLC Online You May Use This Link to Set-Up a Corporation or Form an LLC |
Pros and Cons - Business Form and Management of the Business. Corporations vs. LLCs. This is a brief summary of a few of the differences between these two very popular forms of business:
All Corporations begin as "C Corporations", that is, an entity responsible for paying income tax as a separate taxable entity. A Corporation is an ideal vehicle for building-trade contractors, some service businesses, eating establishments, Internet supported businesses and other active business concerns. Keep in mind, there are special laws regulating the formation of Bank corporations, law corporations and other professional service firms. While a corporation offers excellent tax advantages, it must be managed carefully as it has a potential for double taxation, plus there are limits regarding earnings and profits which may be retained by the corporation. Your tax specialist may advise electing "S Corporation" status. An "S Corporation" is a pass through entity and is not responsible to pay taxes. Instead, the taxes are passed along to the shareholders on a schedule K-1, much like a partnership. "S Corporations" have some advantages, especially in the start-up years when the company is operating at a loss. Delaware General C Corporation Package - £100.00! Delaware LTD (INC) Company Registration Packages & Costs | (Price Includes Standard State Filing Fee)
In researching the various business structures, one inevitably comes across the S corporation. S corps and LLCs are similar in that they are both "pass-through" entities for tax purposes; the income of these companies are passed through to their owners and reported on the owners' personal income tax returns, thereby eliminating the double taxation incurred by owners of a standard corporation, or C corporation. (With a C corporation, the net business income is subject to corporate income tax, and the monies remaining after the corporate income tax are taxed a second time when they are distributed as dividends to its owners who must then pay personal income tax.)
If your LLC has two or more owners, The IRS will tax the LLC owners as if the owners were members of a partnership. A partnership files Form 1065 (U.S. Partnership Return of Income).
Delaware Corporation with Resident Agent and Registered Address from only £174.00! All our Delaware corporations 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. It will take just 5 minutes to complete the online incorporation form and you might get the company set up within 24-48 hours.
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. Non-Standard Certificate of Incorporation (4-5 pages) - £60.00 4. Employer Identification Number (EIN) - £40.00 5. Domain Name Registration (.com or .us) for two years - £30.00 6. 888, 877, or 866 toll-free telephone numbers - £50.00 7. Apostilled Certificate of Good Standing - £125.00 8. Apostilled Certificate of Incorporation - £110.00 9. Corporate Kit (seal is included) - £38.00
An LLC with only one member / owner is taxed by the IRS as a sole proprietorship is taxed. Thus, the sole member of an LLC will file (Form 1040), (U.S. Individual Income Tax Return) and will include (Form 1040, SCHEDULE
Incorporate in USA
Corporations Vs. Other Forms Of Business
£ 99.00
To incorporate in Delaware this package price includes (most popular for USA residents):
Search name availability for Corporation in Delaware
| (Price Includes Standard State Filing Fee)
+44 (0) 289.099.8744