“What information do I need to give you, to get my business incorporated?”
We always recommend that you speak with your accountant or attorney for advice and guidance on the type of company you should be forming and the state you should be incorporating in, but once you have made these choices, here is your INCORPORATION CHECKLIST:
INCORPORATION CHECKLIST
1. Company Name – we recommend that you pick 2 or three different company names as there may be a filing conflict with your first choice. Changing or adding something to the “base” of the name is important – simply changing ABC Inc. to ABC Corp. does not change the name itself, it only changes the corporate indicator. Adding something to the name, for example ABC Group Inc., or ABC Partners Inc. actually changes the name and may then make it available for use.
2. Nature of business the company will be conducting – Just a sentence or two is all that is necessary. At CorpCo we normally use the “General Purpose Clause” when preparing incorporation documents, this allows you to conduct any lawful business; however, a handful of states DO require a specific nature of business and we will ask you for this information when you complete your Incorporation Order Form.
3. Initial Director(s) or Member(s)/Manger(s) Information – Most states allow you to incorporate anonymously (meaning you do NOT have to include the initial Director or Manager/Member information on the Certificate of Incorporation/Formation itself); however, we need this information to provide you with an internal corporate resolution which allows you to hold your first meeting and appoint the rest of your operating board.
4. Number of shares of stock authorized in the company and the “par value” if any – This only applies when you incorporate a for profit corporation (LLC’s do not have stock). Most states have a “standard” amount of stock/par value that allows you to authorize “the most shares for the minimum cost”. For example in Delaware this is 1500 shares of no par value (no minimum selling price established) stock. We do NOT need to know how many shares will be issued, just how many will be authorized. Contact CorpCo for specific guidelines for the state you wish to incorporate in.
5. Contact person information – CorpCo will prepare and process your documents on your behalf, as well as act as, the Registered Agent for the company. We ask for one contact person to be assigned to our files for sending official mail, updates and any tax notices or invoices. The name, address, phone number and email address are all that is necessary.
6. What about conducting business in OTHER states, other than the state I incorporated in?
When you conduct business in a state other than where your company is organized, you may be required to register in that state.
If required, every state has their own certificate needed for registration or qualification for foreign corporations. The form required to be filed by foreign corporations is either called the Foreign Corporation Certificate, or the Statement and Designation by Foreign Corporation. These forms provide information about your corporation to the other state you are looking to conduct business in.
We recommend you contact the Secretary of State’s office in the State(s) you are conducting business in to see if this registration will be necessary. Each state has different rules and requirements and you must contact each state office separately for this information. If you have any other questions about foreign registration, or would like to register your company to conduct business in another state, contact us at CorpCo (302) 652-4800.
