C-Corporations
By default, Corporations are formed in every State as C-Corporations. They provide key asset protection and limited liability to their shareholders, meaning that upon formation individual shareholders are NOT personally liable for the corporation’s obligations and/or debts. The corporation is recognized as an entirely separate entity from their shareholders.
One key difference with other ways to organize your company is that for tax purposes the entity files Corporate Taxes on the Corporation’s Income; AND then shareholders must file individual income taxes on any distributed Dividends. This allows a C-Corporation to accept unlimited number of shareholders and unlimited issuance of share series; and thus it is the ideal corporate vehicle if you are seeking venture capital or expect to gain significant equity on your corporate assets.
C-Corproations are able to attract Venture Capital through the sale of stock (shares) to new shareholders in a variety of series depending on the stage the company is in. For example, seed capital may be documented with shares allocated at formation and later on an A-Series round of Venture Capital can be issued and documented to raise additional money to further the corporation’s business, and so on.
Due to the Delaware’s advanced business laws, minority shareholder protections, low franchise taxes and specialized Courts (which have decided the highest amount of corporate cases in the US), Delaware is the jurisdiction of choice for business people, venture capital and private equity firms, startups and even smaller businesses. In addition, Delaware does not require shareholders or corporate officers, not even the corporation, to physically reside in the State. If you are based off of another State just remember that you must register (a modest fee may apply) with the Secretary of State as a Foreign Entity. Make sure to ask your accountant about tax implications as they may vary by State.
Another great feature about C-Corporations is its decision-making process. Unlike single-member LLC’s, shareholders must appoint a Board of Directors. This group will make business decisions and act as the corporation’s active compass. Day-to-day operations will be handled by the CEO, CFO and COO typically. Corporations also have an added layer of yearly filings that require basic formality. Among other requirements, a corporation shall also keep diligent records of their minutes, shareholder books, financials and other pertinent information. You can select our Expert Business Consulting Services to assist you in this process as well.
This type of corporate entity admits US-Citizens and Residents as well as Non-US Citizens and Non-US Residents as shareholders.
If you’re ready to get your Corporation, select you C-Corp Package - BASIC or FULL HERE - Select your State of Choive and Click PURCHASE button, fill out the form - 10 to 15 minutes - and pay at checkout in your shopping cart. We will send you the completed filed paperwork and corporate package by Fedex or UPS between 10-15 business days.
S-Corporation Option.
Corporations can choose to elect a sub-category called S-Corporation by filing From 2553 with the IRS after formation and obtention of your EIN Number. Such corporations become then a pass-through for tax purposes and income tax if filed at an individual level through its shareholders. S-Corporations differs significantly from LLC’s and C-Corporations in that it can only admit a limited amount of shareholders and they MUST be either US Citizens or US Residents. Both LLC’s and C-Corps can choose to have this tax treatment. If you want to elect this option, please indicate so in the comments section of your C-Corp order right before processing payment.
If you wish to learn more about S-Corps please go HERE.
You can find additional information about Corporations, LLC’s and other topics on our BLOG.