Delaware Corporation frequently asked Questions

• Can a company consist of only one person?

• Yes, one person can be the sole director and officer of a corporation or sole member and manager.

• Will the owners' or operators' name be made public?

• The owners and operators of a Delaware corporation or limited liability company are not required to be identified in the public records of the state.

• Does the corporation have to do business in Delaware?

• No. The corporate offices may be located anywhere in the world, as long as the corporation maintains a registered agent in Delaware.

• Has the corporation to pay income tax?

• There is no Delaware income tax for Delaware corporations or limited liability companies that do not do business in Delaware.

• How long will it take to register a company?

• Your company will be registered in Delaware on the following business day after receipt of your order at the very latest. Often, your company can be registered on the same day if your order is placed in the early morning.

• How about a Limited Liability Company (LLC)?

• Sachs Warburgh Fides S.à.r.l. is also able to offer you an LLC for the same price as a corporation, which can also be registered by return.

• What is a Delaware Limited Liability Company?

• As the name implies, the DE LLC provides for limited liability to the members. There is no personal liability and, therefore, personal assets are protected against law suits, etc. The LLC is like a hybrid business entity with some similarities to both the US Corporation and the Partnership.

• How many shareholders are required to form a Delaware LLC?

• First of all, LLCs do not issue shares, therefore, their owners are not referred to as shareholders. They are known as members. In the State of Delaware, an LLC may be formed with just one member, however this is not recommended as the IRS will treat this LLC like a sole proprietorship and the favourable tax treatment will be lost. A minimum of 2 members is recommended.

• Do I have to keep records and file accounts if my business is conducted entirely offshore?

• There are no statutory requirements as to where meetingsmust be held, or for record keeping. For US residents, tax is based on the flow-through system, that is, the members’ portion of the profit is taxed as personal income. A Delaware LLC with a US resident member must file a report with the IRS, which informs them on the income of the resident of the LLC, regardless of where the income had been derived from.

• Is the Delaware LLC an American Offshore Company?

• No. The LLC is not an offshore company, however, when formed by non-US residents and when business is conducted outside the US, the income derived is exempt from US taxation.

• Are there any rules which the Delaware LLC must follow in order to be able to get its US tax-exempt status?

• Yes, there are. The following conditions must be met:
• Members are non-resident aliens;
• The LLC does not employ US residents as permanent staff, or rely on a dedicated place of business within the United States;
• The LLC does not undertake any business activity that is effectively connected with business or trade within the United States and does not gain any income from US sources.

• Does an LLC allow for Nominee Members?

• Yes, nominee members may be appointed, and we offer this service.

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