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Frequently Asked Questions Which type Business Structure is right for you? Is forming a corporation outside of my home state legal? Why incorporate in New Mexico? Are there any states in which it is NOT good to Incorporate within?
What are the differences between an LLC and a Corporation?
I'm the only owner of my corporation. Do I still need to draft bylaws? If I don't do business in Delaware or Nevada, can I still purchase mail forwarding service?
Why do I need a Registered Agent? What does a Registered Agent do? I am at my place of business almost all of the time. Why can't I be my own Registered Agent? Why do businesses file amendments? My company has shifted its purpose. How soon should I file an amendment when something changes?
Which type Business Structure is right for you? A corporation is a legal entity created through the laws of its state of incorporation. State corporation laws require articles of incorporation to document the corporation's creation and to provide provisions regarding the management of the corporation's internal operations. Corporations usually operate under bylaws to define the rights and obligations of the officers of the corporation. A corporation is a legal "person" that can sue or be sued. This gives the business continuous life. The death of an official or stockholder does not change the corporation's structure. Shareholders have legal independence of the corporation's legal debts. S Corporations S Corporations get their name from a unique section of the Internal Revenue Service (IRS) code. A corporation can eliminate the disadvantage of double taxation of corporate income and shareholder dividends by applying for S Corporation status. Owners report profit and loss on their individual tax returns. They still have the opportunity to separate and protect their personal assets from judgments against the business.
C Corporation The Internal Revenue Service (IRS) refers to general corporations as "C" Corporations. Forming a C Corporation allows a business owner to create a separate legal structure that can shield their personal assets from judgments against the business. Unless a corporation applies for S Corporation status, the IRS taxes corporate profits as well as dividends paid.
Limited Liability Company A Limited Liability Company (LLC) combines the tax flexibility of a partnership with the personal liability protection of a corporation. LLC owners report their share of business profit and loss on their personal tax returns, similar to tax reporting for a general partnership. Forming an LLC can help you separate yourself from your business, protecting your personal assets in the event of a judgment against the company. Series Limited Liability Company The Series LLC is a new type of business entity that five States have adopted thus far (Nevada, Delaware, Oklahoma, Iowa & Illinois). Is forming a corporation outside of my home state legal? It is most definitely legal. In fact, large corporations have done so for many years. Wyoming is one of the fastest growing states for low cost, low maintenance and no state tax. They have actively sought to make its corporate law and business tax structures friendly and attractive to out-of-state companies looking for the best forum for formations Nevada is one of the best places in the United States to incorporate. Nevada is the only state in the union that has legislation specifically forbidding foreclosure on Shareholding interest. Nevada has strict shareholder privacy laws and a business friendly environment. Why incorporate in New Mexico? New Mexico is a great state to form an LLC in because of its privacy-friendly laws; many times referred to as anonymous LLC’S. Oklahoma is a great state to incorporate because their statues specifically forbid foreclosure on a member's interests Are there any states in which it is NOT good to Incorporate within? Yes. It is recommended to stay away from California, Alabama, Kentucky, New Jersey, New York, Pennsylvania, Tennessee and Texas LLCs. States can levy a franchise tax or capital values tax on the LLCs. California is the worst state to hold an LLC. What are the differences between an LLC and a Corporation?
Comparing an LLC vs. a Corporation
I'm the only owner of my corporation. Do I still need to draft bylaws? Yes. All corporations must have bylaws. Similarly, all Limited Liability Companies (LLCs) must have an operating agreement. If I don't do business in Delaware or Nevada, can I still purchase mail forwarding service? Yes. Businesses located in any state may purchase a Delaware or Nevada mail forwarding address. Why do I need a Registered Agent? State law requires corporations and Limited Liability Companies (LLCs) to maintain a registered address for important legal documents. What does a Registered Agent do? A Registered Agent receives and forwards legal documents (called service of process) on behalf of a company. The Registered Agent must be available during all business hours to receive service of process. I am at my place of business almost all of the time. Why can't I be my own Registered Agent? Most businesses choose a third party to act as their Registered Agent. This can help avoid the embarrassment of being served with legal paperwork in front of friends or neighbors. Also, Acacia can always receive your service of process, even when you leave the office. Why do businesses file amendments? Most commonly, companies file amendments to reflect changes in their name, purpose, address, or management. My company has shifted its purpose. How soon should I file an amendment when something changes? As soon as possible. Some state statutes include guidelines for amendment filings.
Do you have additional questions? This is Nevada: Feel FREE to contact us
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