Most startups choose the US state of Delaware to incorporate, due to its simplicity and tax friendly regime.
To incorporate a company in Delaware, you will need to follow these steps:
- Choose a business name: The first step in incorporating a company in Delaware is to choose a business name. The name must be unique and cannot be the same as or confusingly similar to the name of another business. You can check the availability of a business name by searching the Delaware Division of Corporations database.
- File articles of incorporation: To incorporate a company in Delaware, you will need to file articles of incorporation with the Delaware Division of Corporations. The articles of incorporation must include the name of the corporation, the purpose of the corporation, the names and addresses of the incorporators, and the number and classes of shares the corporation is authorized to issue.
- Appoint directors: The articles of incorporation must also include the names and addresses of the initial directors of the corporation. The directors are responsible for managing the affairs of the corporation and making major business decisions.
- Adopt bylaws: The corporation’s bylaws set out the rules and procedures for managing the corporation, such as the powers and duties of the directors and the procedures for holding meetings and taking votes. The corporation’s board of directors is responsible for adopting the bylaws.
- Issue stock: The corporation must issue stock to its shareholders. The articles of incorporation must specify the number and classes of shares the corporation is authorized to issue.
- Hold organizational meetings: The incorporators and the initial directors must hold organizational meetings to adopt the bylaws, appoint officers, and transact other business.
- Obtain any necessary licenses and permits: Depending on the nature of your business, you may need to obtain licenses and permits to operate in Delaware.
By following these steps, you can successfully incorporate a company in Delaware. It’s important to be familiar with the laws and regulations governing corporations in Delaware to ensure compliance and avoid potential legal and financial consequences.