Delaware Corporation Checklist

• Advantages

• Due to low incorporation and administration fees, Delaware Corporations are often used for American trading situations;
• Quick incorporation procedures;
• Corporate law easy to understand.

• Disadvantages

• Can be difficult to prove ownership but directors can be named in Articles of Incorporation.

• Company Status

• Standard US Corporation with Limited Liability.

• Corporate Legislation

• General Corporation Law of Delaware.

• Company Name

• Prior name approval required. The name must contain the term "Company", "Incorporated", "Corporation", "Limited", "Association", "Club", or the abbreviation thereof. The words "bank", "trust", "insurance", "university" and "college" require approval from appropriate regulatory agencies. "Finance" and "fiduciary" are subject to additional approval.

• Time taken for Incorporation

• 24 hours.

• Are Shelf Companies available?

• Yes - but more expensive.

• Usual Minimum Capital

• 1,500 authorised shares of no par value, however, no minimum amount of capital is required.

• Capital Duty

• See Annual Franchise Tax payable.

• Minimum Number of Shareholders

• One.

• Are bearer shares/shares of no par value possible?

• No / Yes.

• Directors: minimum Number / Corporate Directors allowed / Location

• One / Yes / No restriction.

• Secretary: mandatory / Corporate Secretary allowed / Location

• Yes / No / No restriction.

• Is there a Requirement for a Registered Office / Registered Agent?

• Yes / Yes.

• Is any information required by the authorities prior to incorporation or prior to tax status being granted?

• No.

• What information is available in the public file?

• Name of the company and any changes thereof, incorporation number, date of incorporation, registered office address, registered agent's details.
• Principal activities of the company. Director's details and issued capital may be voluntarily disclosed.

• What Documents must be kept at the Registered Office?

• None.

• Corporate Books & Seal

• Can be kept anywhere.

• Are Accounts required / filed?

• No.

• Is an annual return required?

• No - only the Annual Franchise Tax Report.

• Where are Meetings to be held?

• Can be held anywhere.

• Annual Fees payable to the Government: Tax / Annual Return Filing Fee

• Annual Franchise Tax due in March - a minimum of US$60.00 (including filing fee)  - increase depends on the number of shares authorised or the value of the company's assets

• Are there any Exchange Controls?

• United States Law requires that anyone taking more than US$10,000 into or out of the US must report this fact to the US customs authorities

• Double Tax Treaties

• The US has numerous treaties.

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