US DELAWARE INCORPORATION
Package Services $1,100
FORMATION AND MAINTENANCE FEE FOR THE 1ST YEAR
- Name check and approval
- Filling the incorporation documents with the Registrar of Companies
- Payment of the government fees (renewed by May 31, irrespective of the date of incorporation)
- Payment of the Government Fee
- Provision of registered agent and registered address for one year
- Rubber stamp
A standard set of original corporate documents:
- Certificate of Formation
- Operating Agreement
- Action of Organizer
- Membership Certificate
PLUS: A apostilled set of corporate documents:
- Certificate of Incorporation
- Memorandum & Articles of Association
- Register of Directors and Members
The Delaware LLC is a unique non-taxable offshore corporate structure, frequently used for conducting international business outside of the United States. It is preferred to US C Corporations, as these corporations must file income tax returns on their worldwide income even if they owe no US taxes, do no business in the US, and are owned by non US citizens/residents. A Delaware LLC also has better asset protection features than C Corporations.
In October, 1991, Delaware enacted the legislation which enables the formation of a Delaware Limited Liability Company (LLC). An LLC is a combination of a corporation and a partnership which has become extremely popular in recent years. Like a corporation, an LLC has a legal existence separate from its owners; and the owners and managers are not personally liable for the company’s debts and obligations. Like a partnership or an S-corporation, an LLC is automatically treated as a pass-through entity for tax purposes. Key elements of a Delaware LLC include:
- A creditor of the owner of a Delaware LLC cannot seize the assets of the LLC.
- A single-member Delaware LLC is automatically disregarded as an entity separate from its owner and includes all of its income and expenses on the owner’s 1040 tax return.
- A Delaware LLC with two or more members is treated as a partnership.
- There is unmatched contractual flexibility with a Delaware LLC. Delaware law provides rules only on matters on which the members have failed to agree. This is known as ’freedom of contract’ and nowhere is it stronger than in Delaware.
- Personal liability is limited for owners and managers to the amount of their investment in the company, just like a corporation.
- Non-U.S. owners of a Delaware LLC with no U.S. source income pay no U.S. taxes whatsoever. A Delaware LLC may be formed by one or more organizer or member.
The Delaware LLC company may not use a name identical or similar to an existing company within the State of Delaware. The use of the following words is also prohibited: Bank, Insurance, or Reinsurance. After Delaware company formation, the Limited Liability Company must have these words after the company name or the abbreviation thereof i.e. Limited Liability Company, L.L.C., or LLC.
An LLC does not issue shares and therefore does not have shareholders. The owners of an LLC are referred to as members. A Delaware LLC may have a minimum of one Member (owner) or more. Each member of a Delaware LLC is liable only to the extent of his or her percentage of ownership in the LLC. Members may be an individuals or corporate bodies. There is no limit on the number of members allowed in a Delaware LLC.
The management of a Delaware LLC is based on an agreement between its owners, who are known as members. A Delaware LLC allows a customized management structure, which dictates the economic relationship among owners. While Delaware law permits a Delaware LLC to be managed by its members, it does not require members to be managers. The Delaware LLC statute allows parties to define their business relationship in the written agreement however they wish. This is called Freedom of Contract. Delaware Law provides rules only for those matters on which the parties have failed to agree. The contractual flexibility offered by the Delaware Act is unmatched by any other LLC statute. For example, unlike a corporation, an LLC can distribute profits in any manner described in the LLC agreement, regardless of ownership share. The structure of the LLC does not provide for a Board of Directors.
REGISTERED OFFICE AND LOCAL AGENT/SECRETARY
Delaware law requires for Delaware LLCs to have a registered agent when Delaware LLC is first formed and throughout the life of Delaware company. The registered agent’s name and address are included on the formation documents. This information is a matter of public record. The registered agent is responsible for receiving important legal and tax documents including: notice of litigation (service of process), franchise tax forms and annual report forms.
There are no statutory requirements concerning meetings of members or record keeping. It is recommended that with two or more members, Members’ Agreement be entered into. If meetings are held by members, this may be done anywhere in the world and in any way convenient to the members.
Usually it is 1 business week. We need up to 10 working days for legalization of the documents and delivery by courier.
RECURRING AND MAINTENANCE FEE AS FROM 2ND YEAR
Provision of registered office and registered address
Payment of annual government fee
FINANCIAL STATEMENTS AND AUDIT
Whilst there is no requirement to file audited financial statements or annual returns with local authorities, a Seychelles IBC is required to keep financial records, which should reflect the financial position of the company. As per International Business Companies Act, amended in 2012, all IBC’s are required to maintain their accounting records. Unless such records are kept at the registered office of the Company, the director must notify the registered agent in writing of the place in which account records shall be kept (it may be in or outside Seychelles). Accounting records shall be maintained for a period of 7 years (from the completion of the transactions). “Accounting records” is defined as “documents relating to assets and liabilities of the company including receipts and expenditure, sales and purchases and other transactions”.
A Seychelles IBC, by definition of the law, is not subject to any tax or duty on income or profits. It is also exempt from stamp duties on transfer of property and any exchange controls.
OUR SERVICES FOR THE COMPANY FORMATION IN SEYCHELLES INCLUDE:
Name check and approval
Filling the incorporation documents with the Registrar of Companies
A standard set of original corporate documents
Payment of the Government fee
Provision of registered agent and registered address for one year
Provision of company secretary for one year
DOCUMENTS REQUIRED FOR THE COMPANY FORMATION
Please provide the following documents for all Directors, Shareholders, Beneficial Owners, Authorized Signatories:
Notarized copy of valid passport.
Original or Certified copy of utility bill / bank statement (as verification of residential address, dated within 3 months).
Original or certified copy of Lawyer’s/Banker’s/Accountant’s reference letter (dated within 3 months).
In cases where shareholders and/or directors are corporate bodies, full apostilled set of corporate documents and Certificate of Good Standing (for companies registered more than 1 year).
Shipping of corporate documents or banking kits to your destination requires an extra charge and will be automatically added to the invoice during checkout. Shipping costs for international courier services are set automatically at US$85. The fees depend on the jurisdiction of your ordered company, the country where the bank is based as well as your destination country.