Time of establishment of the company
Delaware is a small state located on the east coast to the south of Pennsylvania. Its capital city is Dover. Unlike most Western countries, Delaware is not recognized by our legislation as a country with harmful tax jurisdiction.
Delaware is an extremely attractive tax and corporate jurisdiction. A clear legal system, minimal bureaucracy and an excellent reputation in the U.S. allows Delaware companies to enjoy the power of international business.
Delaware allows the establishment of companies with a nominee director, which guarantees anonymity in the public register. At Delaware, you can take the first steps towards a green card, provided that the company operates in the United States.
What to keep in mind
Delaware is mainly engaged in real estate transactions in the United States or car registrations. Delaware is often used as the headquarters of an operating company for corporate vehicles. The advantages that make Delaware one of the most interesting jurisdictions in the world are the ability to choose the company’s tax status – i.e. whether the company will be tax transparent or not, no tax in the absence of business in the U.S., a network of double taxation treaties. Delaware is one of the most frequently chosen jurisdictions by our clients – all of them praise this state of the USA for the minimal bureaucracy and speed of company registration.
Company registration procedure
Registration of the company:
- Reservation of the company name;
- Appointment of a registered representative of the company;
- Completion and submission of the cerificate of collation to the corporation department of the U.S. Department of State;
- Writing an operating agreement;
- Obtaining an Employer Identification Number (EIN).
Delaware company documentation should be properly authenticated – the documents should be provided with an Apostille clause to enable their use in third countries, e.g. Poland. In case of e.g. concluding agreements with Polish entities, they may also require sworn translation of the company’s documents into Polish.
It is worth remembering that the opening of a company in Delaware takes place remotely and is an informal process and is one of the easiest in the world.
Shareholders are free to choose corporate governance solutions – this transparent system is the reason why Delaware is the headquarters of many international corporations.
Types of companies:
The type of company usually established in Delaware is LLC (limited liability company).
The Company’s registered office must be registered in Delaware and its address must appear on the Company’s business documents and postal details. It is also possible to use a virtual office with a dedicated telephone number.
There are no minimum capital requirements for Delaware.
Time to set up a company:
The easiest way to open your company in 24 hours is to register your company using the so-called accelerated incorporation option, which allows you to register your company in a few hours. Obtaining a TIN number (EIN) – an employer’s registration as a tax registration at the same time is a matter of several weeks.
Taxes and finances
The company is treated preferentially in terms of tax, if 3 conditions are met:
- the company’s shareholder is not a U.S. tax resident
- the company has only one shareholder
- the company does not operate in Delaware
However, it is important to mention the so-called franchise tax – payable annually in the amount of USD 250, regardless of turnover or income.
The company Preference referred to above consists in non-taxation of the company’s activity in the USA – the company (tax transparent) is tax-neutral, and the income should be settled at the level of partners.
One of the most interesting and equally rare solutions of the American tax system in the world is the fact that a shareholder can decide for himself whether his company will be tax transparent or not – this unique aspect of the system allows Delaware to be used as one of the most interesting jurisdictions in the world in terms of tax optimization.
Bookkeeping is not obligatory, but it is worth remembering the obligations resulting from the CFC regulation (simplified accounting of a foreign controlled company).
Delaware companies may act as holding companies and own movable or immovable property. It is also an ideal place to register yachts and leisure boats.
A company registered with Delaware is required to extend its business on an annual basis, for example by paying stamp duty and obtaining a certificate of good standing.
Delaware regulators do not allow financial, banking, online gambling and insurance activities without a separate license.
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