DELAWARE – Florida – NEVADA – WYOMING
Theses states recognize the status of “NON RESIDENT CORPORATIONS” for Corporations having their headquarters there.
“NON RESIDENT” means to be registered (incorporated) in one State, be headquartered there, will hold an incorporation agent, pay the standard annual fees, but do not carry out any economic activities.
Under these conditions, the “non-resident company” will be taxed only up to an annual Franchise Tax Return (in 2015 for Delaware that fee is $ 135)
• it will not have accounts or balance sheet to be filed with the state authorities
• it will just have to produce a very simplified annual report (we carry out this formality)
The DELAWARE is a state that since its creation has always benefited from special tax conditions. It is indeed to be seen on vehicle license plates the “FIRST STATE”
These tax conditions are such that just for the US about 250 of the largest fortunes and 43% of companies listed on the NYSE (New York Stock Exchange) are registered there.
Let alone the hundreds of thousands of wealthy corporations and people around the world who also elected home there under the guise of “non-resident corporate”.
DELAWARE State is well renowned for its tax benefits, but other states also offer privileges to “non-residents”:
Isotherme, it is possible to register a company in any of the 50 US states.
There is therefore taxation, but well below those practiced in some European countries including France.
There is a very simple way of creation and use.
ne SIMPLICITÉ de création et d’utilisation.
• An US company can generally be registered remotely within hours.
• The statutes are simple and in fact correspond to an internal regulation
• There is no particular social purpose
• No capital release
• Bearer shares (possibility of anonymity)
• Except in cases of fraud, the shareholders and directors are not liable for financial damages in case of bankruptcy
Generally, the Department of Corporate within the State, shall register the company which then is manage in complete autonomy.
What is called “LIBERALISM”
The different types of companies:
– CLOSE CORPORATE
– NON-PROFIT CORPORATE
– S – CORPORATE
– GENERAL CORPORATION
SHARES – MANAGEMENT – CAPITAL
The capital of a US company (Capital Stock) consists of shares.
For some companies according to some states the number may be limited (1000, 1500 etc ..)
These shares are materialized as SECURITIES.
It is the physical holding of these securities, which is owned by a company. These are “bearer” and can be anonymous.
It will appoint its “BOARD” consisting of Officers including:
– The CHAIRMAN (CEO equivalent)
– The Directors of the Board (Vice President, Secretary, Treasurer)
Upon the initial creation of the company, the Incorporation agent will appoint a person to “Serve as first Director until being replaced by the GA who will propose a successor. ”
This Premier Director will be called “Nominee Director”. It may not be the bearer shareholder but a simple third party.
If the GA does not wish to replace him, he will remain in office and then issue a Power of Attorney for persons destined to manage the company.
Not being a shareholder, he will have no real power over the company.
We can provide Nominee Directors.
A single physical or legal person may hold all shares.
It will then be in itself the General Assembly
This unique person can also be Chairman, Secretary, Treasurer, Director etc …
The Corporate Department of State does not ask for the identity of shareholders, keeps no record, ensuring the anonymity of the real shareholders.
There is no statement or tax when transmitting share.
The latter being made of “Hand to hand” between people.
In fact, no one can know who owns a company.
The only public name being that of the Director Nominee appearing on the original certificate of incorporation.
The share capital of a company is not show in the statutes or in the certificate of incorporation.
It is the General Meeting which fixes the amount in relation to the immediate or future treasure.
There is no obligation nor proportion, nor time to actually release this capital.