Business filings incorporated Delaware can come in many forms. In addition to filing your formation documents, you could file for a name reservation or submit an annual report. The filings that you will use will largely depend on your specific business entity.

Steps for Incorporating in Delaware

Selecting a business name is the first step you must take when incorporating in Delaware. Ideally, the name that you choose will indicate the service or product you offer, while being an accurate reflection of your business message. You should also choose a name your customers can quickly identify. Make sure that your name includes a designator such as Incorporated or LLC.

After choosing a company name, you need to recruit leaders for your company. If you're forming a limited liability company (LLC), you should appoint or recruit managers and members. When forming a corporation, you'll need to recruit directors.

Here are some of the basic requirements for Delaware corporate directors:

  1. Corporations need at least one director.
  2. There is no age requirement for directors.
  3. There is no residency requirement for directors
  4. The Certificate of Incorporation does not need to include director contact information.

These are the manager and member requirements for Delaware LLCs:

  1. LLCs need at least one manager/member.
  2. Managers and members do not need to be a certain age.
  3. Managers and members do not need to reside in Delaware.
  4. The LLC Certificate of Formation does not need to include addresses and names of managers and members.

Filing your incorporation paperwork is the next step you must take to form your LLC or corporation. With an LLC, you'll need to file a Certificate of Formation, and establishing a corporation requires filing a Certificate of Incorporation. Whichever entity you are forming, you should file your paperwork with the Department of State.

What to Do After Formation

Filing your formation paperwork officially creates your LLC or corporation. After formation, however, your work is not quite done. For example, corporations in Delaware must file an Annual Franchise Tax Report every year. The filing fee for this report is $50, and the document is due on March 1. The franchise tax your corporation must pay depends on how many shares you have authorized and their value. Fees increase if you authorize more than 5,000 shares.

LLCs must submit an Annual Franchise Tax Statement. This document is due on June 1 each year. There is a $250 fee that you must pay when filing this statement.

Before your corporation or LLC starts transacting business in Delaware, you should acquire any necessary permits and licenses, which are required by virtually every type of business in order to operate legally. In addition to state-level licenses, you might also need federal and municipal licenses.

Next, you should be certain that you've completed any other necessary regulations. In order to pay your federal taxes, for example, you'll need an Employer Identification Number (EIN). You can request this number for free from the IRS.

Keeping personal and business finances separate is an important part of running an LLC or corporation. This means that you'll need to open a business bank account for your company. Usually, you will need to present your bank with your formation paperwork and your EIN before you can open your account. By separating your business and personal finances, you'll preserve the liability protections afforded by the corporate and LLC structures.

Some other considerations you should make after starting your company include:

  1. Whether you'll need to comply with zoning requirements.
  2. How much capital your company needs.
  3. Whether professional licensing is required.

What About Foreign Qualification?

After incorporating in Delaware, it's possible that you may want to do business in other states. Before you can conduct business in these states, you'll need to qualify as a foreign entity. In the state where your company was formed, your business is considered a domestic entity. Foreign qualification is required to register your business in a new state.

Foreign qualification is identical to incorporation in many regards. For example, you will need to file the correct paperwork and pay filing fees. You will also need to comply with ongoing requirements, such as submitting an annual report. While foreign qualification can be beneficial, it also means that you'll need to keep track of paperwork in multiple states.

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