. A Limited Liability Company (LLC) offers the same asset protection as a corporation in Delaware and almost every other state. If you sign agreements in the name of the LLC, then the LLC is the responsible party on the agreement, not you as an individual owner. If the business is not successful, or if it incurs a large unexpected debt (which you did not personally guarantee or sign for), then your other personal assets (like home, auto, investments, etc) are protected from the LLC creditors. In order to have the asset protection benefits of an LLC, especially a sole member LLC, the owner must observe the formalities and operate the business as an LLC. .
There should be adequate capitalization depending on the nature and extent of the business. The owner should have annual meetings and produce statements about the past business year and expectations for the future. The owner must be careful to enter into contracts through the LLC, and not personally. The owner should use checks and stationery to give notice to third parties that they are dealing with an LLC. These formalities are easy to observe after discussion with the lawyer and review of helpful documents which we will provide. If you have an idea for a business, we can also assist you in start-up your new business directly in the USA from the ground up. In the USA, you must register your business, which we can do for you. Let us know how we can help.
Choose one of the following packages (or choose the appropriate link on the left-side of the page) that will best serve you:
Further information
The financial and tax advantages of Limited Liability Companies (LLC's) have been put to other specialized uses. Learn more about the Advantages of forming a Limited Liability Company (LLC). LLC Operating Agreement Along with your articles of organization. With all the benefits of a corporation and a partnership, it's no wonder limited liability companies are taking flight nationwide. You've heard about limited liability companies (LLCs) for years, but you decided to go with a corporation, partnership or sole proprietorship. Maybe you didn't know what an LLC was; maybe it wasn't even allowed in your state until recently. But now that this form of doing business is experiencing increasing popularity and widespread acceptance, it's time to take another look. A subchapter S corporation offers the same tax advantages as a partnership, with income flowing through to the owners.
So why not just form an S corporation instead of an LLC? For one thing, with an LLC, you're not as restricted as you are with an S corporation. For instance, there's no limitation on the number of shareholders you can have - unlike an S corporation, where you're limited to 35. And it's much easier to structure the distribution of retained earnings as you see fit. LLC Formation: Complete Step-by-Step Instructions for Formation of an LLC. Incorporation and Limited Liability Company (LLC) formation services in all 50 States and DC. An LLC formation, by design, is very straightforward. To set up an LLC, you file articles of LLC formation or articles of organization with the state Delaware. Setting a Limited liability Company in Florida, Colorado, Texas, New York, Arkansas and Oregon, guaranteed lowest prices, same day service. Trying to decide what the right legal form is for your start-up? Our Start-Up Legal Expert takes you through the steps of finding out.
Outlines the tax implications of choosing either a LLC or S-Corporation status for your business. How to Start a Small Business? Limited Liability Company and LLC. How to Form a LLC to protect your investments. The LLC is a relatively new form of business entity (originally created about 25 years ago in Wyoming) that is now recognized in all 50 States and D.C. It provides many of the benefits of a corporation (limited liability, separate entity, etc.), without the extra work of issuing/tracking stock, holding formal board and shareholder meetings and writing numerous resolutions and minutes. Most businesses will qualify to form as LLC's. Banks and insurance companies do not qualify to form as LLC's. Some states restrict professionals such as lawyers, accountants and doctors from forming as LLC's, or have a similar corporate form, the Professional Limited Liability Company (PLLC), for professional practices.
Members of a limited liability company enjoy protection from individual liability similar to that afforded to corporate shareholders. That is to say, if a business is sued or is unable to pay its debts, the creditors can ordinarily only reach the LLC's assets and cannot reach the assets of the members. Online form for Nevada Limited Liability Company. Set up your LLC company in 24 hours, New York LLC. Specializing in new york limited liability companies, nys limited liability companies, form a new york llc. Choose from a variety of Nevada LLC formation services including Limited Liability Company name reservation services and Nevada LLC filing services. Includes Limited Liability Company formation instructions, Articles of Incorporation, and Operating Agreements.
To incorporate in Delaware this package price includes (most popular for USA residents): Search name availability for your LLC in Delaware Includes one-time filing fee in Delaware and our one-time service fee Preparation and Filing of the Certificate of Formation State of Delaware formation within 24 hours of receipt of order with payment A recorded copy of the Certificate of Formation within 5-7 business days of filing The following documents will be posted to you (Note: these documents are sent to you through TNT Express Mail Service): Original Certificate of LLC Formation The following documents will be e-mailed, which you need to print and sign: 20 page Delaware LLC Operating Agreement ready-for-signature by email (MS Word) Minutes or Consents Documentation of Organizational Meeting (MS Word) Federal Tax ID Number Form (PDF)
Classic Package
£ 175.00
Renewal fees from £233
To register in Delaware this package price includes (most popular for USA and EU residents): Search name availability for your LLC in Delaware Includes one-time filing fee in Delaware and our one-time service fee Preparation and Filing of the Certificate of Formation State of Delaware formation within 24 hours of receipt of order with payment A recorded copy of the Certificate of Formation within 5-7 business days of filing Delaware Resident Agent for 12 months Registered Address in the State of Delaware for 12 months The following documents will be posted to you (Note: these documents are sent to you through TNT Express Mail Service): Original Certificate of LLC Formation The following documents will be e-mailed, which you need to print and sign: 20 page Delaware LLC Operating Agreement ready-for-signature by email (MS Word) Minutes or Consents Documentation of Organizational Meeting (MS Word) Federal Tax ID Number Form (PDF)
Deluxe Package
£ 315.00
Renewal fees from £373
To register in Delaware this package price includes (most popular for overseas residents): Search name availability for your LLC in Delaware Includes one-time filing fee in Delaware and our one-time service fee Preparation and Filing of the Certificate of Formation State of Delaware formation within 24 hours of receipt of order with payment A recorded copy of the Certificate of Formation within 5-7 business days of filing Delaware Resident Agent for 12 months Registered Address in the State of Delaware for 12 months Nominee LLC Member (Manager) for 12 months The following documents will be posted to you (Note: these documents are sent to you through TNT Express Mail Service, and are to be completed upon arrival): Original Certificate of LLC Formation 20 page Delaware LLC Operating Agreement signed by nominee Minutes or Consents Documentation of Organizational Meeting signed by nominee Pre-signed, undated resignation letter from Nominee Member General Power of Attorney signed by Nominee An indemnity Letter for General Power of Attorney A nominee service agreement which provides for the indemnification of the nominees Federal Tax ID Number Form (PDF)
Forming an LLC: Legal Requirements
LLC subscribers may be residents outside the U.S.A. A LLC may be organized by one person. The organizer need not be a natural person, nor a member. You must appoint a minimum of 1 member. Members can be corporate bodies or private individuals. An LLC member can be of any nationality. The LLC owners are called members. An LLC can have an unlimited number of members (owners). While the Delaware Act permits a Delaware LLC to be managed by its members, it does not require members to be managers. A limited liability company may be either member-managed or manager- managed. The members direct the management of the LLC unless a manager is named. Most states require that an LLC have a Registered Agent who maintains a registered office within the state of formation. All LLCs incorporated in the State of Delaware are required to file an Annual Franchise Tax Report and to pay a franchise tax. The income of a limited liability company passes through to its members, who report the income on their personal tax returns. LLCs are allowed to have subsidiaries without restriction.
DELAWARE LLC ADVANTAGES AND DISADVANTAGES. DELAWARE INCORPORATION AND LLC FORMATION SERVICES
The primary advantage of a limited liability company is limiting the liability of its members. Unless they personally guarantee them, the members are not liable for the debts and obligations of the limited liability company. In a partnership or sole proprietorship, creditors may seize personal assets of the participants to pay debts of the business. The Limited Liability Company is a powerful entity to protect assets from the threat of lawsuits and claims. It would also make sense to separate your risky assets from your safe assets. For example, hold investments in one LLC, and heavy equipment and property in another LLC. Are there benefits to forming a LLC? The limited liability company (LLC) is a relatively new business structure that is increasingly popular with small companies. An LLC offers the liability protection of a corporation and the flexibility and tax advantages of a partnership. In an LLC, income passes through to the owners, instead of being taxed separately. Rules for running an LLC are less rigid than those for a corporation. For example, LLCs don't have to hold annual meetings. Limited Liability Company (LLC) Advantages: Same pass-through features of an S corporation which avoids double taxation of profits. Flexibility of a partnership without the restrictions of an S corporation. In comparison to a limited partnership, the Limited Liability Company (LLC) offers limited liability protection for all members, whereas the general partner in a limited partnership has unlimited liability. Also, if any limited partner in a limited partnership participates in management, the limited partner is exposed to personal liability, whereas a Limited Liability Company (LLC) member who participates in management is not exposed. Contribution of appreciated property to an S corporation is a tax-free event if the contributing shareholders control 80% or more of the stock after the contribution. A contribution of appreciated property to a Limited Liability Company (LLC) as a partnership is tax free regardless as to how much control the contributing partner has. Liquidation of an S corporation interest is a taxable event and is treated as if the corporation sold the liquidated assets at their fair market value to the shareholder. Liquidation of a Limited Liability Company (LLC) as a partnership is generally a tax-free event.
LLCs allow a business to have the limited personal liability of a corporation as provided by state law, while being treated as a partnership for purposes of Federal tax laws. The downside to an LLC is that you don't get the free transferability of ownership, perpetual existence, and the ability to be totally owned by a single individual that you'd get with a Corporation. That is the trade off you make to get the Partnership tax status and greater management flexibility. If the company's business plan includes raising capital by someday admitting new owners or going public, then a Corporation is probably the more desirable form for the business. Limited Liability Companies generally restrict the transfer of ownership interests in the business to make sure the business is classified as a Partnership under federal tax law. An LLC usually has a limited existence in that it will end after a specified number of years or upon the occurrence of some specified event. This requirement is intended to help the business qualify as a Partnership for purposes of tax law. Incorporate in Delaware Online: Free Name Check For Your Delaware LLC or Corporation |
Our Service
Coddan provides low cost Incorporation and LLC formation services to businesses and individuals. We form companies in all 50 states including Delaware, Florida, California, New York, Washington and Nevada. Delaware state law requires that certain information be included in the articles of organization during the process of Delaware LLC registration. This information must include: the company name, the address of the registered office and the name and address of the registered agent. The address of the principal place of business of the limited liability company. The period of the LLC's duration (this may be perpetual or for a set amount of time). A statement as to whether the LLC is to be managed by managers. The name and address of each person executing the certificate of formation. Don't know which type of Entity to form? Call one of our specialists for a FREE CONSULTATION today! Call 0-207-637-3802 or you can chat with one of our reps live online.
Our Service Include
You probably found this page because you're looking into the process of LLC formation in the United States of America. While this is a complicated process, once you have a basic understanding of it, you can file for company status in under few hours. Looking for information & guidance regarding limited liability company registration, Delaware LLC formation and small business start-up advice? Need company incorporation specialists with the prompt service and expert advice? Do you want to incorporate your business in Delaware, Florida, Washington, California or Nevada? Are you looking to set-up a business in the United States? Why should you bother with registering an LLC? Do you want to register a new limited liability company using YOUR OWN Members? You've come to the right place. Compare Prices of Various Forms of CompaniesDelaware Corporations and LLCs Registration Packages & Costs |
Should you seriously consider forming an LLC? Anyone who sets up an LLC needs to be able to quickly locate key organizational documents. These are your LLC articles of organization (sometimes called a "certificate of formation" or a "certificate of organization") and operating agreement. Because these are really the constitution of your LLC, you'll refer to them again and again. If you have not already done so, set up an LLC records binder that contains all key LLC documents. You can do this on your own with a three-ring binder. Your LLC records binder should contain: articles of organization, operating agreement, membership certificates and stubs (if your LLC decides to issue certificates to members), membership register that lists the names and addresses of your members, membership transfer ledger, showing the dates of any transfers of membership interests by a member, and minutes of LLC meetings and written consent forms. If you have any questions please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318.
It's true that an LLC can be set up with a management structure that has the same centralized features as a board-managed corporation - for example, the LLC can select a management team consisting of owners who are active in the business and possibly an outside investor. But precisely because LLCs are more flexible and informal business entities, they can be less disciplined and less responsive to the interests of outside investors. Specifically, they don't provide as many management protections and controls as do corporations, such as shareholder inspection rights and annual disclosure requirements, which makes it more difficult for investors to hold management accountable. In addition, it's more difficult to set up different classes of ownership in an LLC to cater to the special concerns of investors. In contrast, in a corporation, the founders can adopt an off-the-shelf capitalization structure of non-preferred and preferred shares - which are usually immediately attractive to venture capital investors. And forget about taking an LLC public with an IPO (initial public offering of stock) - if this is your short-term dream, you'll definitely want to incorporate to take advantage of the long-established statutory procedures that address the interests of attracting and maintaining a large group of investors (shareholders).
The first key organizing document any LLC must have is its articles of organization (in some states, this document is called a certificate of organization or certificate of formation). An LLC comes into existence when its articles of organization are filed with the state LLC filing office. The articles normally contain fundamental structural information about the company, such as: the name of the LLC, whether the LLC is managed by all of its members or by specially selected managers (most smaller LLCs are member-managed), the names and addresses of its members and/or managers and its registered agent, and the agent's office address (this is the registered office of the LLC to which legal papers can be sent by the state and by persons serving legal process on the LLC). For the majority of small LLCs, no additional information is required in this document. However, larger LLCs sometimes add optional articles containing special provisions if they wish to set up a more complex structure for their LLC.
The LLC operating agreement is an LLC's second-most important document. The operating agreement does not need to be filed with the state - it is an internal document, much like corporate bylaws or a partnership agreement. It lists the capital, profits, and voting interests of current members of the LLC. The operating agreement may specify: the frequency of regular meetings of managers and members, and the call, notice, quorum, and voting rules for each type of meeting. Or it may be silent on these issues, leaving these details to the LLC managers and members to decide later. Typically, state requirements for approving special matters are also included in the operating agreement. This includes any state-mandated manager and member voting requirements for admitting new members or for approving the sale of a membership interest by a current member to a new member. Delaware LLC Formation Package - £99.00! Delaware LLC Formation Packages & Costs | (Price Includes Standard State Filing Fee)
Membership Certificates and Stubs. It is not legally necessary to issue membership certificates to members. However, some LLC owners like this additional formality. Typically, there is no state-required format for such membership certificates. Most certificates show the name of the LLC, the name of the member, and the date of issuance of the certificate. Certificates are signed by one or more LLC officers (the LLC president and secretary, typically). A certificate normally does not show the exact capital, profits, or voting interests of an member; instead, it simply recites that the member is entitled to the rights and subject to the responsibilities of membership, as set out in the articles of organization and operating agreement of the LLC. After the certificate is issued to a member, a certificate stub is filled out by the LLC secretary, showing the date of issuance and certificate number. The certificate stubs are kept in the LLC records binder. The stubs usually contain a transfer section that is completed if and when a member transfers the membership back to the LLC or to another person.
Delaware LLC with Resident Agent and Registered Address from only £175.00! All our Delaware LLCs are general trading companies which include search name availability for your Delaware LLC. Preparation and filing of Certificate of Formation with state office. Our incorporation service and State filing fees. Certified Copy of the Certificate of Formation. Delaware Resident Agent for 12 months. Registered Address in the State of Delaware for 12 months. Delivery Certified Copy of the Certificate of Formation is delivered as hard copy by post. The following documents will be delivered via E-Mail: a professionally-prepared 20 page Delaware LLC Operating Agreement ready-for-signature (Word. format). Minutes or Consents Documentation of Organizational Meeting. It will take just 5 minutes to complete the online LLC formation form and you might get the company set up within 24-48 hours.
THE FOLLOWING UPGRADES CAN BE ADDED TO THE ABOVE PACKAGE:
1. Nominee LLC Member service for 12 months - £140.00 2. Nominee Operating Manger service for 12 months - £94.00 3. Non-Standard Certificate of Formation (4-5 pages) - £60.00 4. Employer Identification Number (EIN) - £40.00 5. Domain Name Registration (.com or .us) for two years - £30.00 6. 888, 877, or 866 toll-free telephone numbers - £50.00 7. Apostilled Certificate of Good Standing - £125.00 8. Apostilled Certificate of Formation - £110.00 9.Corporate Kit (seal is included) - £38.00
Membership Register. State law generally requires an LLC to keep an alphabetical list of the names and addresses of all current members. This list can be inspected by any member during regular business hours of the LLC. It should also be made available for inspection to all members at any membership meeting. This list is used by the LLC secretary to prepare and mail notice of meetings to members. If the LLC is managed by specially selected managers, the LLC should have a list of the managers' names and addresses.
Minutes of LLC Meetings and Written. If your LLC has been in existence for some time, you may have previously prepared minutes of LLC manager or member meetings or written consent forms. This is especially likely if a lawyer helped you form your LLC. Contact your attorney to get copies of previously prepared minutes and written consents, and place them in your LLC records binder.
Most States allow LLCs to be formed with one or more members. The IRS has "check the box" regulations that default to taxation as a partnership. The tax form used is form 1065. Members may not get paid a "salary" or "wages." In lieu of salary, earned income may be paid as "consulting fees" or "guaranteed payments to members/partners." These are taxed to the member (not to the LLC) for SECA purposes (similar to FICA and Medicare). Once "earned income" is generated as per the above, you may receive (if desired and if structured properly) a tax deduction for payments made for health insurance and retirement plan contributions for yourself and family members. An LLC is owned by its members. They are analogous to partners in a partnership or shareholders in a corporation, depending on the how the LLC is managed.
A member will more closely resemble a shareholder if the LLC utilizes the operating concept of a manager or managers because then the members will not participate in management. If the LLC does not utilize managers, then the members will closely resemble partners because they will have a direct say in the decision making of the company. A member's ownership of an LLC is represented by their "interests," just as partners have "interest" in a partnership and shareholders have stock in a corporation.
Whether you're starting a new business or looking to protect your assets, forming a business entity: corporation, limited liability company, S-corporation or limited partnership is serious business. One size does not fit all when it comes to deciding how you are going to structure your business. Not only is it important to pick the right business structure but it's even more important that you properly set-up your new company from the beginning. Failure to structure your business correctly from the start can leave you personally exposed to litigation and possible tax penalties. Limited Liability Company has the advantage of being a hybrid between a partnership and a Corporation. The advantage of a Limited Liability Company is that most states require fewer formalities be observed in an LLC in comparison to a corporation. Real Estate Investments. LLC's flexibility allow unlimited number of members. LLCs may register their shares with the Securities and Exchange Commission as publicly traded securities i.e. (REITS) Real Estate Investment Trusts under the LLC umbrella at far less costs and with less administrative complications. The United States is the "OFFSHORE" for foreign entrepreneurs. Foreign investors consider the United States as their "offshore" tax-free tax haven jurisdiction due to favorite treatment of their investments and tax-free status afforded to them.
Example: there's NO Capital Gains Taxes on securities purchased in the United States and sold by foreign investors. The LLC is an ideal way to transfer wealth amongst family members. The older generation (parents) retain control of the assets or business by eliminating third party interests and restricting membership, while eliminating estate and gift tax consequences. The LLC is a much more practical device for this purpose with no mandatory distributions to the younger generation (children). Once you have decided the type of business entity which is best for your business, articles of organization must be filed with the proper state agency together with certain fees. Coddan will provide all necessary services to ensure that the administrative processes are completed in the shortest period of time, with the highest degree of skill and efficiency, and at the lowest cost.
LLC Advantages: One LLC Member Required. Historically, most states require that a Limited Liability Company be comprised of at least two LLC members. Today most states and the IRS recognize the single-member LLC as a legitimate business structure. Separate Legal Entity Like limited partnerships and corporations, the Limited Liability Company shares a similar advantage - it is recognized as a separate legal entity from its "members." If you want to become familiar with the description and the contents of Delaware limited liability company formation packages, offered by Coddan and to find above, what kind of service is included in this or that Delaware LLC incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the LLC organization within State of Delaware, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen. We Have Available Delaware Corporations and Limited Liability CompaniesList of Delaware Ready-Made LLCs for Sale |
Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors. Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.
WHAT ARE LIMITED LIABILITY COMPANIES? HOW TO FORM AN LLC
If you're a business owner considering your incorporation options, The Coddan is a valuable online resource for information to help you decided whether to form a Delaware LLC or another type of business entity. There are pros and cons to each, but no matter what type of corporation you opt for, the corporate designation confers an image of stability, longevity, and competence.
Entrepreneurs trust us to incorporate in Delaware and register an LLC the same day. Two business days after registering your company, on average, we deliver it to you by priority mail. Incorporating protects your personal assets from business liabilities. Referrals and repeat customers generate most of our business. We are more than just a filing service; we develop relationships with clients to help make them successful and keep them returning. The Coddan makes registering your Delaware LLC fast and easy. Most states answer incorporation submissions within 2-3 business days, so your Delaware LLC can be up and running quickly.
A Limited Liability Company, also referred to as an "LLC", is a new class of business operating entity with legal status in certain states (see below) - a hybrid between an S corporation and a partnership. It combines the tax advantage of a partnership (avoidance of corporate income tax) with the legal safeguard of a corporation - namely the fact that owner' personal assets are not normally at risk in business-related lawsuits. As of December 1997, all states, plus the District of Columbia, have passed laws governing the administration and operation of LLCs within their jurisdictions.
Simplicity and Flexibility of Operation. An LLC is formed by filing a form called Articles of Organization with the Secretary of State, which are similar to Articles of Incorporation for a corporation. Some states, including California, require an annual report to be filed to keep the records maintained by the state current. Other than that, there are generally no other reports or forms to be filed, except tax returns. An LLC may be "manager managed" or "member managed." A Limited Liability Company that is manager managed is similar to a limited partnership where the general partner has the authority to run the operations of the partnership and the other members have little or no input. In short, the "manager-managed" LLC is well suited to accomplish this estate-planning objective. A manager of a manager-managed LLC may, but need not, be a member (this is a corporate concept). The Articles of Organization or Certificate of Formation of an LLC may have to specify whether the Limited Liability Company is member-managed or manager-managed to make this a matter of public record.
An LLC that is member managed is similar to a general partnership where all the members have equal say in the operation or the voting may be based on their ownership interest. An LLC also allows for great management flexibility. The management can be decentralized and informal, such as the management of a general partnership. Alternatively, the Limited Liability Company may adopt a corporate style of management structure with a board of "managing directors." The Board may then appoint a president, CFO and secr
Incorporate in USA
General LLC Benefits
£ 100.00
To incorporate in Delaware this package price includes (most popular for USA residents):
Search name availability for your LLC in Delaware
| (Price Includes Standard State Filing Fee)
+44 (0) 289.099.8744