USA Corporations




	USA Corporations

USA Corporations

Key Corporate Features
Company Information
Compliance

Key Corporate Features

General
Type of Company:	C Corporation
Political Stability:	Excellent
Common or Civil law:	Common
Disclosure of Beneficial Ownership to Government Authorities:	No
Recommended States:	Delaware, Florida, California, Wyoming, Oregon, New Jersey and Nevada
Migration of Domicile Permitted:	Generally no
Tax on Offshore Profits:	Yes
Language of name:	Latin and other alphabets
Corporate Requirements
Min. No. of Shareholders / Members:	One
Min. No. of Directors / Managers:	One
Corporate Directors / Managers Permitted:	No
Company Secretary Required:	No
Standard Authorised Share Capital:	US$ 3,000 with US$ 1 par value
Duration:	Perpetual
Local Requirements
Registered Office / Agent:	Yes
Company Secretary:	No
Local Directors:	No
Local Meetings:	No
Government Register of Directors / Managers:	No
Government Register of Shareholders / Members:	No
Annual Requirements
Annual Return:	Yes
Submit Accounts:	Yes
Recurring Government Costs
Minimum Annual Tax/ Licence Fee:	Varies
Annual Return Filing Fee:	Varies

Company Information

The procedure to form a company: filing of Articles of Incorporation or Certificate of Incorporation with the Secretary of State in the preferred state of incorporation.

The language of legalisation and corporate documents is English. If any other language is used it must be accompanied by a translation in English.

A registered office is required and must be maintained in state of incorporation/formation at the office of a professional registered agent.

Shelf companies are available.

The time to incorporate is about 2 weeks, but you should allow an additional 5 - 7 business days for delivery of documentation.

Restrictions apply on any name identical or similar to an existing company within the state of incorporation. Additionally, the use of bank or trust within the name of the corporation is prohibited in all 50 states without first obtaining consent from the banking authorities in the state of incorporation.

The name can be in any language. Some recommended states require an English translation.

The suffixes to denote limited liability are: Incorporated, Corporation, Limited, Company or their abbreviations Inc., Corp., or Ltd. Some of the recommended states allow other suffixes such as Fund, Association, Foundation, Syndicate, Club, Society and Institute.

Compliance

US Corporations are required to file a US Federal Income Tax Return (IRS Form 1120 or 1120A) and pay tax at a progressive rate depending upon the amount of net income. This requirement holds true regardless if the owners (shareholders) are US citizens, non-resident aliens or a combination thereof. Even if the corporation conducts no business in the US and there is no US-source income, it must still comply with the federal tax reporting requirements and payment of tax on worldwide income. Additionally US Corporations may be subject to State Tax.

Of the states recommended there is either a minimum or “flat” annual franchise tax or an annual report-filing fee.

Below is a table:

State of Formation	Franchise Tax	Report Fee	Due Date
Delaware	US$35	US$25	Mar 1
Florida	N/A	US$150	May 1
California	US$800	N/A	Jan 2
Wyoming	N/A	US$ 50	Anniversary
Oregon	N/A	US$ 20	Anniversary
New Jersey	N/A		Anniversary
Nevada	N/A	US$ 85	Anniversary

There is generally no requirement to file financial statements with the state of formation unless the corporation owns assets within that state or has conducted business within that state.

The minimum number of directors is one, who must be a natural person. Directors may be of any nationality and need not be a citizen of the United States.

The minimum number of shareholders is one. A shareholder of a US Corporation may be another corporation (even an international or “offshore” corporation).

Contact: info@personaloffice-bv.com