If you’re setting up a Delaware LLC or Delaware corporation and wondering if you can serve as your own Registered Agent, the short answer is yes. However, there are some significant drawbacks to acting as your own Registered Agent in Delaware. It’s important to weigh all your options, including the possibility of engaging a Registered Agent service.

This article explains how you can be your own Registered Agent in Delaware. We also explore the reasons why you might, and might not want to be your own Registered Agent.

What Is A Delaware Registered Agent?

A Delaware Registered Agent is either a person or a company you appoint to accept legal notices, or “service of process”, for your Delaware business. They act as an official and reliable point of contact.

Delaware state law requires all limited liability companies (LLCs) and corporations to have a Delaware Registered Agent at all times. The state makes the Registered Agent’s details, including their name and address, public.

Who Can Be A Delaware Registered Agent?

In Delaware, both individuals and companies can be Registered Agents. However, they must fulfill specific requirements to qualify.

Requirements To Be A Delaware Registered Agent

A Delaware Registered Agent for your company must meet the following criteria:

#1. Have A Physical Address in Delaware

Your company’s Delaware Registered Agent must have a physical address within the state. This cannot be a P.O. Box or a virtual office address. 

A Registered Agent needs to have a real mailing address located in the state of Delaware. 

#2. Availability During Business Hours

Registered Agents need to be present at their Delaware address during standard business hours to accept service of process. These hours are typically from 9:00 AM to 5:00 PM, Monday through Friday.

#3. Maintain Contact Information for the Company

The Delaware Secretary of State requires Registered Agents to keep a record of contact information for each company they represent. This includes having a designated contact person’s name and mailing address to ensure proper forwarding of service of process.

Pros Of Being Your Own Agent in Delaware:

Here are the main pros of being your own Registered Agent for your Delaware company:

Pro: Cost Savings

If you choose to be your own Registered Agent, you won’t have to pay an annual fee to a service provider. Registered Agent service companies in Delaware typically charge between $50 to $300 per year.

That’s the main benefit of being your own Registered Agent in Delaware: it’s more economical. Here are some of the cons:

Cons Of Being Your Own Agent in Delaware:

Con: Lack of Privacy

Acting as your own Registered Agent will make your full name and address public in connection with your company. The Delaware Division of Corporations makes the Registered Agent information of every Delaware company available on their website.

Con: Constant Availability Required

Delaware Registered Agents must be available at their listed address during standard business hours every weekday to accept potential service of process. If you’re your own Registered Agent, this responsibility falls on you.

Missing a service of process delivery can be costly. Oftentimes these types of legal notices are urgent and require immediate action. The longer it takes to notify you of a legal action taken against your company, the more likely it is that you could face fines or even a default judgment.

Pros of Hiring A Delaware Registered Agent Service

Here are some of the pros of hiring a Delaware Registered Agent service to meet your company’s Registered Agent requirement:

Pro: More Privacy

Opting for a Delaware Registered Agent service to represent your company offers added privacy, as it keeps your personal information off the state’s website. The Delaware Division of Corporations website will publicly list the Registered Agent service’s address instead of your name and address.

Pro:  Increased Flexibility

Hiring a Delaware Registered Agent service means you’re not tied down to being present at a specific address during business hours. to receive important legal notices. 

This arrangement gives you more flexibility to leave your place of business for client meetings, conferences, or even vacations, without worrying about missing any important document deliveries.

Pro: Get Help With Your Business

A Delaware Registered Agent service can be a supportive partner to help you keep your company’s good standing status in Delaware. They can send you reminders about critical deadlines, like for the Delaware Annual Franchise Tax and the Delaware Annual Report.

Additionally, some Delaware Registered Agent services offer tools to help business owners manage their company’s legal compliance. For example, IncNow offers Registered Agent customers access to a user portal that helps them easily monitor the status of all their companies.

Cons of Hiring A Delaware Registered Agent Service

There are some cons of using a Delaware Registered Agent service, despite all of the pros:

Cons: Additional Costs

Registered Agent services in Delaware do charge fees for their services. Most companies just charge an annual fee for their Registered Agent services. 

How Much Does A Registered Agent Cost In Delaware?

IncNow offers Delaware Registered Agent services for $109 per year. IncNow ensures the delivery of original paper copies via USPS Certified Mail. For international customers, documents are forwarded through International Federal Express to guarantee timely and secure delivery.

Can You Change Your Registered Agent In Delaware?

Yes, you can easily change your company’s Registered Agent in Delaware. You can switch your Delaware Registered Agent anytime, whether because you no longer want to serve as your own Agent anymore, or if you’re just unhappy with your current Registered Agent service.

How To Choose A Registered Agent Service In Delaware

Selecting the right Registered Agent service for your Delaware company is an important step in starting a business. A Delaware Registered Agent is more than just a legal formality; they should be a partner to help you maintain your company’s good standing.

Here’s what you should look for in a Delaware Registered Agent:

Experience:

Choose a Delaware Registered Agent that is trustworthy and is proven to be reliable over time. Experience should be a big factor in your decision.

For example, IncNow has been providing Registered Agent services in Delaware since 1974. They’ve incorporated tens of thousands of companies in Delaware and helped them meet their Delaware Registered Agent requirements. 

Expertise:

Your Delaware Registered Agent should have specialized knowledge of Delaware state laws and regulations. Many large Registered Agent companies provide services nationwide and do not focus on any single state. However, local expertise can make a significant difference.

IncNow has been headquartered in Wilmington, Delaware for over 50 years and specializes in Delaware Registered Agent services. This focus allows IncNow’s team of Delaware Incorporation Specialists to provide unmatched service. 

Reliability:

A dependable Registered Agent service ensures your business needs are met consistently, keeping your company compliant.

IncNow commits to immediate scanning and emailing of digital copies for all documents your company receives. Original paper copies are sent via USPS Certified Mail, with documents for international customers forwarded through International Federal Express, guaranteeing timely and secure delivery.

The post Can You Be Your Own Registered Agent In Delaware? appeared first on IncNow.

Setting up a limited liability company (LLC) is a big first step towards starting or growing your business. But it takes more than just deciding on a company name to get your LLC off the ground. One essential legal requirement is appointing a Registered Agent for your company.

In this article, what breakdown of the basics of LLC Registered Agents. We’ll explain what Registered Agents do, why they’re important, and how you can get one for your LLC.

What Is An LLC Registered Agent?

An LLC appoints a Registered Agent to receive important legal, tax, and government mail for the company. State laws require LLCs to appoint a Registered Agent in their home state and in any other state where they do business.

An LLC’s Registered Agent can be a person or a company with a real street address in the state where the LLC is set up. This means that a Registered Agent cannot use a P.O box or a virtual mailing address. 

Registered Agents are responsible for receiving “service of process” on behalf of a company. Service of process means delivering legal documents and notices to a person or business, usually by hand through a “process server” or a law enforcement officer.

Registered Agents must record any legal documents they receive and send copies to the LLC’s contact person.

What Does an LLC Registered Agent Do?

Every state requires all businesses to name a Registered Agent.

A Registered Agent is a physical address in the jurisdiction where the company can be served a lawsuit or other legal notices. A process server or Sheriff delivers these papers filed by a plaintiff with the court upon the registered agent. That starts a clock ticking for time to respond before a default judgment can be requested. That time to answer is usually 20 or 30 days. The registered agent receives the Service of Process on the company’s behalf and had a legal obligation to forward it to the customer. “Service of Process” is the act of delivering lawsuit documents to the company who is being sued.

It is important to select a Registered Agent that promptly relays the paper documents plus an advanced copy by email. Some agents only send the paper. Others only send a scan. In Delaware the Registered Agent also forwards tax notices to the communications contact for companies.

Why Does An LLC Need A Registered Agent?

It’s a legal requirement in most states for LLCs to have a Registered Agent appointed at all times.

LLCs need to make the name and address of their Registered Agent available to the public so that there is an official and reliable way to contact the company. Typically, the company needs to include the details of the LLC’s Registered Agent in its formation documents when filing with the Secretary of State.

Besides having a Registered Agent in their home state, LLCs must also appoint Registered Agents in any other state where they register to do business. For instance, if you have a Delaware LLC and plan to do business in New York, you need a Registered Agent in both Delaware and New York.

Who Can Be A Registered Agent For An LLC?

LLC Registered Agents can be either individuals or companies, provided they fulfill the requirements for being a Registered Agent:

First, a Registered Agent needs to have a physical street address in the state where the LLC is registered. Using a P.O. box or a virtual address for an LLC’s Registered Agent is against the law.

Second, a Registered Agent must be at their address during regular business hours to accept and sign for document deliveries for the LLC. This guarantees that the company quickly receives and processes all important notices and legal documents.

Lastly, a Registered Agent is crucial in making sure the LLC complies with state laws, like filing annual reports and staying current with state taxes. Failing to meet these requirements can result in fines, penalties, and the potential dissolution of the LLC.

Can I Be My Own Agent For My LLC?

Yes, you can be the Registered Agent for your LLC if you have a physical address in the state where your company is established. However, you should consider the drawbacks of being your own agent.

A Registered Agent must be at their address from 9AM to 5PM on business days to sign for important documents. If you meet this requirement, you can act as your own Registered Agent. However, this commitment can significantly limit your flexibility to run your business. 

You also need to consider your own privacy. As the Registered Agent, your name and address will be listed online in connection with your company. Many business owners prefer not to share their home address with clients or the public.

What Happens When An LLC Doesn’t Have A Registered Agent?

State laws mandate that LLCs maintain a Registered Agent at all times. Without a Registered Agent listed publicly, your business could miss urgent legal documents or notices requiring quick action. This might result in heavy fines or penalties and could even lead to default judgments against your business.

Additionally, the Secretary of State can administratively cancel your company if you do not have a Registered Agent appointed for a certain period of time.

How Do I Get A Registered Agent For An LLC?

Finding a Registered Agent for your LLC is quite straightforward. Search for a company specializing in Registered Agent services in the state where you formed your LLC. For example, IncNow is a Delaware based company that offers Registered Agent services in Delaware for LLCs and corporations.

Choosing a Registered Agent service can be a cost-effective way to fulfill the Registered Agent requirement for your company in its home state. Registered Agent services typically charge just one annual fee to meet all of your company’s agent needs. 

What Are Registered Agent Services?

Registered Agent services act as your company’s agent, helping to manage important documents and maintain your business. These services allow you to use their address as your official Registered Agent address, rather than your own. 

A Registered Agent service will be open during business hours to accept any legal documents sent to your company. They will send you either digital or paper copies of any documents or notices they receive and usually keep a record of everything received for your company.

Registered Agent services can provide even more value beyond just helping your company meet a legal requirement. A Registered Agent service can also help you maintain your company’s good standing status, or even help you grow the business.

You should choose a service skilled at managing specific state filings, like Amendments, Annual Reports, or registering to do business in other states.

What Is A Statutory Agent For An LLC?

A “Statutory Agent” is simply another term for a “Registered Agent” for an LLC. Statutory Agents carry out the same roles as Registered Agents. They receive legal documents, government correspondence, and compliance-related paperwork on behalf of the company. Most states use the term “Registered Agent”, but some use the terms “Resident Agent” or “Statutory Agent”.

Do I Need A Registered Agent For An LLC? 

Yes, you must appoint a Registered Agent if you’re planning to form or register an LLC or a corporation in the U.S. This is a legal requirement in most states, including Delaware, for the registration of a company within the state.

The post What Is A Registered Agent For An LLC? appeared first on IncNow.

Understanding the role of a Delaware Registered Agent is an important part of incorporating a business. Did you know that Delaware law requires every company registered in Delaware to have a Registered Agent? So, if you want to form a Delaware LLC or a Delaware corporation, you will need to know how to meet this requirement.

This article will guide you through what a Delaware Registered Agent does, why it’s necessary, and how to choose the right Registered Agent for your Delaware company.

What Is a Registered Agent in Delaware?

A Delaware Registered Agent is designated to receive legal notices on behalf of a Delaware LLC or corporation. A Delaware Registered Agent can be either a person or a company that has a physical address in Delaware.

A Delaware Registered Agent’s primary role is to receive legal documents served on a company and forward these documents to its contact person. These “Service of Process” documents inform a company about an important legal action against it. These types of documents are often hand-delivered to a company’s Registered Agent address.

Who Can Be a Delaware Registered Agent?

A Delaware Registered Agent needs to meet the following criteria in order to perform their duties properly:

• A Registered Agent Needs to Have a Physical Address in Delaware:

A Delaware Registered Agent must have a physical mailing address located in the state of Delaware where they can accept important notices and documents. A company cannot list a P.O. Box as its Registered Agent address in Delaware.

• A Delaware Registered Agent Must be Available During Business Hours:

Delaware Registered Agents must be available at their provided address during business hours. Business hours run from 8:30 A.M. to 4:30 P.M., Monday through Friday.

Why Do You Need a Registered Agent in Delaware?

Any LLC or corporation formed in Delaware must have a Delaware Registered Agent, as legally required. The Registered Agent requirement ensures that there is a reliable way to contact your business for legal and state matters, like lawsuits or state tax notices.

What Does a Delaware Registered Agent Do?

In addition to fulfilling a legal requirement, a Delaware Registered Agent also performs important functions for your company.

Registered Agent Role #1: Establishing a Physical Presence in Delaware

The primary role of your Delaware Registered Agent is to provide a physical address in Delaware. This address is crucial for establishing a physical presence for your business in the state to receive legal documents.

Registered Agent Role #2: Communicating Between the State and Your Company

Your Delaware Registered Agent acts as an intermediary between your company and the Delaware Secretary of State. A Registered Agent will often handle official correspondence from the state, including the Delaware Annual Franchise Tax notice.

Registered Agent Role #3: Maintaining Your Company’s Good Standing

A Delaware Registered Agent can also help your company maintain its Good Standing status with the state by keeping you up-to-date on regulations and annual requirements.

In addition, a Delaware Registered Agent can often help you complete different types of state filings for your company. This may include corporate amendments, DBAs (Doing Business As), or foreign qualifications in other states.

Why Does a Delaware Registered Agent Need Contact Information?

State law requires Delaware Registered Agents to maintain a contact account for every company they represent. A Delaware Registered Agent needs to have the name of a contact person for the company and an appropriate mailing address on file at all times.

Company contact information provided to a Registered Agent is not available to the public. The Registered Agent needs to keep this contact information in their internal records in order to complete their duties of forwarding legal Service of Process.

Can I Be My Own Registered Agent in Delaware?

There are several reasons why you might want to hire a registered agent service instead of being your own agent:

• You Don’t Want Your Home Address Posted Online:

Your full name and home address will be made available online if you decide to serve as your company’s own Delaware Registered Agent. You can maintain your privacy and avoid having your home address listed in the state’s public database by hiring a Delaware Registered Agent service.

• You Must Be Available During Business Hours:

If you serve as your own company’s Registered Agent, you will need to consider whether you are able to be at your address between 8:30 A.M. and 4:30 P.M., Monday through Friday.

• You Need Help With Annual Requirements in Delaware:

You might be comfortable with your home address being posted online and be available at your address during business hours. However, there are still reasons why you might want to hire a Delaware Registered Agent service.

A Delaware Registered Agent service, like IncNow, can help you manage important legal documents by keeping a digital record of any Service of Process received for your company.

IncNow also provides both electronic and paper notices for the Delaware Annual Franchise Tax. These notices help ensure that your Delaware company pays its franchise tax on time, avoids penalties, and keeps its Good Standing status.

How to Choose a Registered Agent for Your Delaware Company

If you are forming a Delaware LLC or Delaware corporation for your business, selecting a reliable  Delaware Registered Agent is important to consider. Look for a Registered Agent that balances affordability with dependable service. IncNow stands out in providing value, starting from the incorporation process to ongoing company maintenance.

The role of your Delaware Registered Agent is not just to fill a requirement. A Delaware Registered Agent can play an important part in maintaining your business’s legal health. Understanding the role of a Registered Agent and choosing the right agent is a part of any company’s success.

The post What Does a Delaware Registered Agent Do, Exactly? appeared first on IncNow.

Anyone starting a Limited Liability Company (LLC) or a corporation in Delaware is required to have a Delaware registered agent. A Delaware registered agent helps your business stay on the right side of the law by making sure you get important legal documents and tax notices.

With so many registered agent services out there, it can be hard to know which Delaware registered agent to choose. We’ve put together our list of things to look for when choosing a Delaware registered agent, so you can make the best choice for your business.

How To Pick a Delaware Registered Agent: Top Questions to Ask

Question #1.) Is the Registered Agent Reliable?

It’s important for your Delaware registered agent to be someone you can trust. A registered agent represents your company to accept important legal documents called “service of process”. Some examples of service of process documents include:

• Lawsuits against your company;
• Legal summons;
• Subpoenas;
• Notices;
• Citations; and,
• Garnishments

These documents require an urgent response to avoid getting your company into serious legal trouble. You need to know that your registered agent will forward important documents to you in a timely manner.

Here are some tips to help you find a reliable registered agent:

• Tip #1.) Look at the company’s history:

Find reviews and comments from other people who have used the agent. A long list of happy customers means the agent is probably reliable.

For example, IncNow has been providing registered agent services in Delaware since 1974. They’ve helped over 20,000 businesses get incorporated in Delaware and have over 1,000 reviews on TrustPilot.

• Tip #2.)  How do they talk to you?

A good registered agent should have more than one way to get in touch with them, like phone, email, or chat support.

• Tip #3.) Ask about how they handle documents:

A good registered agent should have a safe and secure process for handling important documents and making sure you get them.

IncNow forwards all accepted documents via email as well as Certified Mail for domestic customers and International Fedex customers outside the U.S.

 Question #2.) Is the Registered Agent Available?

Your registered agent needs to have a real address in the same state where your company is formed. A registered agent should be at their address during normal business hours (9:00 A.M. to 5:00 P.M., Monday through Friday) to make sure they accept any legal papers served to your business and forward them to you quickly.

When you’re checking if an agent is available, think about:

• Making sure they have a real address:

Check that the agent has a real address in the state where your business is set up. A P.O. box won’t work, because it’s not a real address.

• Check when are they open:

A registered agent should be easy to get in touch with during normal business hours, 9:00 A.M. to 5:00 P.M., Monday through Friday.

Question #3.) Is Your Registered Agent Helpful?

A good registered agent doesn’t just do the minimum. They should also help your company stay in good standing with the state. They should know the rules and help you meet deadlines for taxes and paperwork.

YOUTUBE:WHAT DOES A REGISTERED AGENT DO?

To see if a registered agent is helpful, think about:

• Do they give you tools?

A helpful registered agent will give you access to resources that make it easier to maintain your business and stay compliant with state laws.

For example, IncNow has an innovative customer portal that helps business owners keep track of their business entities.

• Do they remind you about deadlines?

Your registered agent should let you know when deadlines are coming up, so you don’t miss anything important.

IncNow sends their customers both email and paper tax notices to remind them of the Delaware Annual Franchise Tax and Annual Report deadlines.

• Can they answer your questions?

A registered agent should have a team of people who know the rules and can help you understand how to maintain your business entity.

IncNow is owned and operated by A-rated business lawyers with a team of incorporation specialists who have helped form over 20,000 corporations and LLCs in Delaware.

Picking the right registered agent is an important part of starting a business entity. Remember, a registered agent is more than just something you have to have. They are a valuable partner for your business’s success. Choosing a reliable, available, and helpful registered agent allows you to concentrate on growing your business, knowing that they will take care of your legal and compliance needs.

In summary, when looking for the best registered agent for your business, make sure to:

1. Research the company’s history and how they communicate to ensure they are reliable.
2. Check their real address and work hours to ensure they are available.
3. Look at the tools they provide, reminders about deadlines, and their ability to answer your questions to ensure they are helpful.

By focusing on these factors when choosing a registered agent, you can confidently pick one that will support your business and help it stay in good standing with the state. Taking the time to make a well-informed decision will set your business up for success, allowing you to focus on what you do best – growing your company.

The post How Do I Pick a Delaware Registered Agent Service? appeared first on IncNow.

When Will I Need to Show Proof of Ownership for My LLC?

You will need to prove ownership of your LLC to engage in certain transactions. The first time business owners are asked for proof of ownership is usually when they open a business bank account. Other instances include when the LLC purchases property with financing or when the owners sell the business.

Most importantly, you will need to be able to prove ownership of your LLC if an outsider, or another owner challenges your ownership or disputes your percentage ownership in court.

How Do I Show LLC Ownership?

The Delaware LLC Operating Agreement is a “partnership agreement” that establishes the rules and regulations of an LLC. The Members of an LLC sign the agreement setting forth the ownership percentages/units, management structure, and rules for how to sell interests in the business. Delaware requires that every LLC have an operating agreement.

You can obtain an operating agreement for your LLC at the time of formation. Many registered agents will include the agreement in their formation packages, as IncNow does with the Complete and Now packages. Each member should store the agreement in a safe place since it is an internal agreement that the registered agent will not typically keep a copy of in their records.

You can present the LLC Agreement to the bank to establish ownership. You can also show the cover letter sent with our package to your bank to show you ordered the LLC.

What If I Need More Proof of Ownership?

If your bank requires more proof of ownership and connection to the LLC, we can prepare a Statement of Organizer. A Statement of Organizer is a document that states the initial members or managers of an LLC. The authorized person/organizer at IncNow prepares this document. While the Operating Agreement should be sufficient proof of ownership, some banks require further assurance. IncNow can provide this document at the time you form a company or up to 20 days after formation. Our customers find that opening a bank account after forming a company with us is normally remarkably easy. Read more about the IncNow Advantage here.

Can You Look Up Who Owns an LLC?

The members of a Delaware LLC are not typically public record, at least not through the Delaware Secretary of State. The members of an LLC are documented in the private LLC Ageement.

MORE: Can a Non-Profit Be an LLC?

MORE: What Is the Delaware Franchise Tax?

The post How to Verify Business Ownership for Your LLC appeared first on IncNow.

So, What Is a Delaware Registered Agent?

This agent is designated to receive “service of process” when the company it represents is sued. Since most businesses are not physically located in Delaware, they must have a third party serve as their agent. This is where you need to be careful when you incorporate a company. Not all agents meet “minimum guidelines,” much less industry best practices.

When the Sheriff or process server comes knocking, trying to find a company, states have a public policy of not wanting these artificial entities from being able to avoid service. Therefore, the solution all states adopted is to require that the initial filing names a Registered Agent. Requiring a Registered Agent gives an aggrieved plaintiff a contact for the company so the company cannot avoid service. The agent is responsible to maintain a functioning address in the state of incorporation where service of process can be received. They must be open during normal business hours to receive process and forward it to the company.  A Registered Agent is necessary for the company to maintain good standing status.

How to Pick a Registered Agent

The risk in naming an agent is the risk the Registered Agent will not serve as you expect. Their main job is to forward to you franchise tax notices and service of process to avoid default judgments. When IncNow forms an LLC in the Secretary of State’s filing system, we are providing our business address. The address of the company being formed does not need to be on that filing. Before we submit the Certificate of Formation, one of our officers signs the formation documents that we upload to the state’s computer filing system.

Surprisingly there is no application or review process to be a Commercial Registered Agent. However, in Delaware, if a Registered Agent has more than 50 companies for which it serves as agent, it is automatically deemed to be a Commercial Registered Agent. It is required to satisfy certain tests under the law. Delaware audits this process and reserves the right to disallow filings from agents who fail this test. For example, it is required that a Commercial Registered Agent in Delaware be open during business hours and have a managing agent who is a human being located in Delaware. A Commercial Registered Agent must keep the name, address and phone number of a contact person, also known as a “partnership representative,” for every entity it represents.

Not all registered agents are created equal. With more than 200 commercial registered agents in Delaware, how do you choose one? Some are run by attorneys. Others are operated out of an apartment by someone in pajamas. Price is not the only factor to consider when selecting a registered agent. Simply being “registered” should not suggest they are necessarily worthy of your business.

Agents and Corporations, Inc. is attorney-managed, family-run and has been a Registered Agent in Delaware for more than 40 years. Enlisting a reputable and responsible agent is critical to ensure proper corporate maintenance.

The post What is a Delaware Registered Agent? appeared first on IncNow.

The short answer is never. The only need for a Delaware address (a registered agent’s office) is to have a legal foothold for jurisdictional purposes if your company were to be sued. When service of process of a summons and complaint or other legal documents are made upon your company at the registered office in Delaware, that is “good service” upon your company as of the time it is received in Delaware.

What is a Principal Place of Business?

The principal place of business is the headquarters where business decisions are made. This is also called the “nerve center” where the executives are. Contrast this with the “muscle center” where activities like production take place. However, modern civil procedure deems your principal place of business to be based on the “Total Activities Test”.

Does My LLC Need a Principal Office?

A LLC does not need a traditional brick and mortar office, but you do need an address where your registered agent can reach you and where you can receive state tax notices and service of process. IncNow requires all LLCs for which it acts as Delaware Registered Agent to submit this information to us at the time an order is placed. The Company is also responsible for contacting us any time this information needs to be updated.

Your Principal Place of Business Does Not Need to Be in Delaware

If you do not run the business from Delaware, your principal place of business will be elsewhere in the United States or another part of the world. For example, if a business is incorporated in Delaware but it is operated out of a California office, the principal place of business would typically be that California office address.

Although your principal place of business may not be in Delaware, if you incorporate in Delaware, you “opt into” Delaware laws. Delaware courts will govern the “internal affairs” of your corporation or LLC. You do not need to feel compelled to have additional contacts with Delaware to create an impression that your business is operating out of Delaware. If you desire a mail forwarding service in Delaware or virtual office services, we can provide a referral to another reputable company located in our office building.

In law school, one required class is Civil Procedure. This class usually starts with a discussion of “personal jurisdiction.” Human beings only have one home state where they can be sued for anything under the sun. This is known as “general subject matter jurisdiction.” In other states, humans can only be sued if they had certain “minimum contacts” with that foreign state for acts that occurred there and can be haled into a courtroom in another state under a “long-arm statute.”

In contrast, corporations and LLCs have two home states where they are subject to general subject matter jurisdiction and in which both states have personal jurisdiction over that company. One is the principal place of jurisdiction, where the headquarters is located. The second is the “paper” home of the corporation or LLC, the state in which it filed its Certificate of Incorporation. Very often this paper home is Delaware, and the office in Delaware is what is listed as the Registered Agent’s office.

The registered agent is not a virtual office that forwards business mail and other correspondence. A registered agents forwards only mail from the Delaware Secretary of State and lawsuits. Most agents return “business mail” to the sender. Mail forwarding services cost about one thousand dollars per year. They are not part of registered agent or registered office services.

On the corporate Annual Report, Delaware asks where your principal place of business is. What it is really asking is, “Where is your headquarters?” Delaware is your home away from home.

MORE: What You Need to Know About the Delaware Franchise Tax

MORE: How to Apply for an EIN

MORE: The Types of Corporations to Know

The post Your Principal Place of Business is Not Your Delaware Registered Agent Office appeared first on IncNow.

Across all fifty states, Delaware is near the median for incorporation costs. Among the top-tier states such as Florida and Nevada, Delaware remains one of the most affordable for incorporation cost, annual fees and other maintenance costs. Despite these facts, shopping for your state of incorporation strictly by start up fees is a mistake. It can end up costing you more down the road in litigation bills and hidden maintenance costs. Also, if you do not consider which type of entity will be the best fit for your business, you may burden yourself with statutory requirements and corporate formalities that you can avoid with other types of entities.

The best type of company for a small business is generally an LLC. Members own an LLC and either third-party managers or the members themselves manage it. It is a very flexible form of business, which accounts for why almost 75% of new businesses are LLCs today. The LLC Operating Agreement is the governing document to allow you to arrange the LLC’s affairs as the members choose.

Why Should You Consider an LLC for Your Small Business?

By forming an LLC, you safeguard your personal assets by building a shield between them and your business liabilities. This means that if the business itself cannot pay a creditor, this shield makes it difficult for creditors to penetrate into your personal assets, such as your house or car. If the single-owner business does not form an LLC and chooses to operate as a sole proprietorship, the sole proprietor of the business can be held personally liable for the debts and obligations of the business. Additionally, this risk extends to any liabilities incurred as a result of acts committed by employees of the company. With an LLC, you will be able to make certain tax elections which may save you thousands of dollars per year.

The State of Incorporation Matters

Aside from choosing the type entity, you also need to choose the state of incorporation. The law where your business is located may not be favorable to your company. Businesses in states such as California, Pennsylvania and New York, should look to the “gold standard” state for incorporation, which is Delaware. Choosing to incorporate in Delaware may help resolve problems with ownership disputes and other issues down the road. Delaware is known for having the best corporate laws and courts to resolve corporate disputes. See our LLC page for more information on why the Delaware LLC provides the most predictability and protection.

Operating a Delaware LLC for a small consulting firm in another state provides for more protection for you. If the LLC does not have an office or employees in your home state, then it may not need to file a Certificate of Authority to register your company in the state where you operate your business.

Incorporation Fees

The cost to form and maintain a Delaware LLC is low. You can form an LLC in Delaware without visiting, opening an office, or maintaining a bank account in Delaware. The Delaware LLC Act requires any company incorporated in Delaware to have a Delaware Registered Agent. The Delaware Registered Agent must have an in-state address. The annual cost to maintain a Delaware LLC includes a State of Delaware flat tax of $300 and a registered agent fee. It is important to choose a reliable and reputable agent like IncNow that keeps its start up and agent cost low. Our registered agent fee is $99 a year. So for an annual maintenance fee of about $400, you protect your personal assets and limit your liability and access the legal and tax benefits afforded by the state of Delaware.

As a consultant, you will still be responsible for your personal negligence. Therefore you should obtain insurance to cover those risks. You will have to weigh LLC costs and benefits to determine what is best for you.

The post How Much Does It Cost To Incorporate a Small Business? appeared first on IncNow.

What Does It Mean to Go Void?

Resigning as registered agent means that we request the Delaware Secretary of State remove us as the registered agent on record for your company. Once we resign and are removed as registered agent without the company naming a new registered agent, the company will go into forfeited status and no longer be in “good standing” with the State of Delaware. A Delaware company must remain in good standing to enjoy the legal shields when doing business under the name of the entity. A Delaware company must maintain a registered agent with a Delaware address, such as IncNow, to remain in good standing.

A company can also go void voluntarily if the business never got off the ground and the owners simply wish to let its legal status lapse without doing a more complicated wind-down.

Why Do Companies Go Void?

It is good policy to let us know if the company is no longer doing business. Contact us to ask us to resign as registered agent. This is better than simply ignoring franchise tax notices and letting a balance accrue with the state. Once we resign, the company stops accruing franchise tax, late fees and interest. Avoiding these taxes and fees is important should you wish to renew/revive the company at a later date because late fees and franchise tax must be paid for the company to be renewed/revived.

As long as the name has not been taken by another party, you can renew/revive the company. Contact us and we’ll help you to appoint a registered agent, file a certificate for renewal and revival and pay any unpaid taxes that the company owes the State of Delaware. We would be happy to help you through this process.

The post What does it mean for a company to “go void”? appeared first on IncNow.

You may be aware of the Division’s public website available at corp.delaware.gov, which offers limited information about corporate filings, a franchise tax payment portal and general information about Delaware entities.  However, the real muscle behind this public-facing website is the little known back-end known as DCIS, which powers the state’s filing system. This system is used by the Division and a few dozen of Delaware’s Commercial Registered Agents to submit filings, obtain certificates and submit UCC filings.

Delaware takes pride in being the leading state for business entity law. One of the advantages of Delaware is its responsive filing system, including Delaware’s team of state employees and network of commercial agents.  Through DCIS, commercial agents located in Delaware who enter access contracts, complete training and pay access fees are able to incorporate or form new companies in 2 business days (or even one hour for expedited fees) and obtain certificates of good standing or certified copies of corporate filings within minutes.  Other states previously updated their filing systems, and many used the same vendor to update their system.  Delaware, however, was determined to develop its own proprietary system that would be extremely versatile to meet all of its users’ needs with more room for growth and customization.  Delaware’s efforts to develop this system took longer than expected because many software developers are unfamiliar with the ins and outs of Delaware’s corporate filing system, which administers over one million corporate entities and countless UCC filings.  Since so many large and small businesses across the country and around the world rely on this system, the Division wanted to make sure the new system was thoroughly vetted for bugs before launching.

This new, custom-built, web based DCIS system replaced the original MS-DOS based system that launched around 1989. With the former MS-DOS DCIS, emulators were needed to simulate an older, pre-Windows operating system on 32-bit computers. Also, the former DCIS system had limitations and required patchwork fixes to keep current with rapidly advancing technology and the law. While the Division was diligent in making these updates, the inevitable shift to a newer platform was required to keep pace with modern technology demands, including XML access to databases and increased security. The original DCIS was built to be accessed by dial-up modems.  Before Labor Day 2015, the old DCIS operated by the use of a laundry list of archaic commands and complex steps to complete even routine filings. The new DCIS system is web-based, accessible through virtual private network (VPN) tunnel or SSL connection. It is more user-friendly and intuitive than its predecessor DCIS.

When DCIS launched over Labor Day weekend, the Division spent many late nights applying small patches. But, for the most part, the system worked as expected and is off to a strong start. For most lawyers and business owners, the transition will be seamless because only certain Delaware Commercial Registered Agents will be accessing the system directly. Some limitations during launch included being closed for one business day and restricting access to the DCIS system to the hours between 8:00 a.m. and 5:00 p.m.  Under routine circumstances, the office is open much later. Since this qualifies as an “extraordinary event” under Delaware law, this interruption allows people filing documents to request an earlier filing date if the user was prepared but unable to file when the Division was closed to run updates after 5:00 p.m.

• The new DCIS makes company data (good standing status, franchise tax history, etc) easier to search. Being web-based means the new DCIS will integrate better with other computer systems, for example, customer resource management systems.
• Big improvement in the area of data exporting / reports. The old DCIS had virtually no reporting functionality.
• The funding for the DCIS upgrade came from Division’s internal Technology Infrastructure Fund, not from taxpayers. Fees from expedited filing orders were put into this fund. In total the upgrade cost approximately $22 million.
• Training new users has been easy and requires less time than the antiquated older DCIS. The new DCIS system is more intuitive and looks like other web based systems. MS-DOS navigation is foreign to many people.

Please contact us to form your company in Delaware professionally, affordably and quickly.

The post New Delaware Corporate Information System (“DCIS”) launched on September 8, 2015 appeared first on IncNow.