Why to Choose Delaware to Incorporate your business?
- Modern and flexible corporate laws
- Highly-respected Judiciary and legal community
- A business-friendly government
- The customer-service-oriented staff of the Division of Corporations
Who must Open an LLC in Delaware?
- All Delaware LLCs are required to be filed with the State of Delaware Division of Corporations, to legally conduct business.
- An LLC is an unincorporated association of one or more members who share in the profits and losses of the company’s business. It is a pass through entity and a member of the LLC reports, profit and loss on their income tax returns.
- It is managed in accordance with an operating agreement by one or more members (member-managed) or by one or more manager (manager-managed).
- An LLC (Limited Liability Company) is a separate legal entity and, generally, the members and managers are not liable for the obligations of the limited liability company.
Name your LLC
The first and the most important in setting up your LLC is to name your business. Make sure that the name you select suits your business and easily accessible for potential clients.
Follow these guidelines to incorporate an LLC:
- Use entity name must use the words Limited company, Limited liability Company, or, L.C, L.L.C., LC, LLC.
- Restricted words may require additional paper work. Restricted words are those that confuse your LLC name.
- The Certificate of Formation of LImited Liability Company must be filed with the state to register the Limited Liability Company in Delaware.
- Provide members' information, including name and address.
- Provide social security number of at least one member to apply for the employer identification number (Not applicable for a non US resident).
- Provide a business address to register an LLC in Delaware (PO Box is not acceptable).
- Provide business description.
- Delaware LLC can be incorporated with one member only.
- Delaware LLC can be Registered as a member managed or manager managed (See the difference below).
- A Delaware Registered Agent Address is required and a member of the Delaware LLC can serve a registered agent instead of retaining a third party to serve a Delaware registered agent.
- A member's signature is required to incorporate an LLC in Delaware.
Expected LLC article filing processing time in Delaware!
The state of Delaware takes 5 to 7 business days to approve your article of the organization.
Annual report
Although General Partnerships, Limited Liability Companies, and Limited Partnerships formed in the state of Delaware are not required to file am annual report but they will pay an annual tax of $300.00. The entities must submit their taxes till June 1st of each year.
You file a franchise tax report for the LLCs are registered in the state of Delaware with payment.
Choose a Registered Agent
You must select a Registered Agent to form LLC in Delaware
Who is a Registered Agent?
A registered agent is a person or a commercial entity who officially sends and receives papers on your behalf. It includes annual state filing also. A registered agent must be the resident of Delaware.
Obtain an EIN
What is an EIN?
(Employer Identification Number) is used to give your business an entity. It is a kind of social security number of your company.
Why do I need an EIN?
An Employee Identification Number is required for the following:
- It helps you opening a business account
- For federal and state tax purposes
- Hiring employees for the company
Where do I get an EIN?
An EIN number can be obtained from Internal Revenue Service. Business owner can file this after registering an LLC.
Yearly Tax Filings
- Single member LLC files Form 1040 and the franchise taxes
- Multimember LLC files form 1065 along with the franchise report and pay gross receipt tax.
- LLC as an S Corporation files form 1120S for the tax purposes only. You need to file an election with the IRS by filing a form 2553 to get the approval.
- LLC as a C Corporation files Form 1120 for the tax purposes only. You will submit a form 8332 with the Internal Revenue Service to file your company's taxes as a corporation.
Foreign LLCs in Delaware
All LLCs organized outside of the state must register with the Delaware Secretary of State to run a business in Delaware. Foreign LLCs are must hire a registered agent (who is physically located in Delaware) to run the business operations.
- A Non resisent can also form an LLC in the State of Delaware without a Social Security Number.
Sales and Use Tax Delaware
It is not applicable in the state of Delaware, but the companies are registered in the state of Delaware pays gross receipt tax instead.
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