The Nevada Company

• Which entity is best for me? Review the following to help make your decision:

• A Nevada corporation is usually appropriate if:

• There is any chance the owners might want to become an S corporation.
• Several individuals or entities will be owners.
• Owners plan to be profitable in the first several years of operation and plan to reinvest profits for growth.
• Owners live in a state with income tax.

• A Nevada S corporation is usually appropriate if:

• The company will experience start-up losses during the initial years of operation and the owner has ordinary income against which these losses can be deducted.
• The company is a single-owner entity.
• The owner wants to extract most of the profits instead of reinvesting for growth.
• The company does not expect to issue multiple classes of stock or have more than 100 shareholders.

• A Nevada LLC is usually appropriate if:

• The business is a partnership, or several different entities own the business.
• The company is used primarily to hold real estate or other income-generating assets such as stocks.
• The company has foreign investors.

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• What are state fees? State fees are the filing fees imposed by the State of Nevada for forming an LLC or corporation in Nevada. The state's fee for forming an LLC is $75. The fee for forming a corporation is also $75.
  
  The Nevada Company acts as an intermediary by collecting the state fees you owe on behalf of the State of Nevada and submitting them to Nevada on your behalf during the formation process.

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• How much stock do I need? As the owner of a Nevada corporation, you determine the appropriate number of shares for your company. The numbers of shares you select will influence your cost of maintenance. Unless otherwise specified, The Nevada Company forms corporations with 2,000 shares at a par value of $.01. If you wish to increase the number of shares or par value later in the corporation's life, you can do so by filing an amendment with the state.

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• Where do I get stock/membership certificates? The Nevada Company's LLC or corporate kit, which is included with your formation, contains 20 custom numbered membership or stock certificates for your company.

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• Do I need a federal tax ID (EIN) number? The IRS requires LLCs or corporations who intend on having employees or opening a bank account to obtain an EIN. If you have a US Social Security Number (SSN) or individual tax identification number (ITIN), the Tax ID Obtainment Service can be ordered as an add-on item at the time you place your order with The Nevada Company.

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• How do I open my company bank account? It is typically best to contact the bank(s) with which you would consider opening an account to ask them what type of information they require. Most banks require a certified copy of the articles of organization (or incorporation) which is available for purchase as an add-on item from The Nevada Company. Some banks will require a certificate of good standing and a tax ID number (EIN), both of which can be purchased as add-on items when ordering your company or at a later date. Most non-US clients will require articles of organization or articles of incorporation with Apostille, which is also available as an add-on item.

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• When do I pay annual list fees? For both LLCs and corporations, the annual list state fee is due to the State of Nevada on or before the last day of the anniversary month of your formation. You will receive notification and instructions for paying your annual state fees from your registered agent service provider prior to that date. 

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• Do I need to be registered to "transact business" in my home state? Your Nevada company is a domestic company in the state of Nevada. It is a foreign company in every other state or country. If you plan to staff offices in a state other than Nevada, with employees to conduct business directly with the public, it may be wise to register in this state. Registering in additional states is generally not necessary if you are a consultant; a one- or two-person or home-based business; or sell through independent distributors, manufacturer's representatives, wholesalers, retailers, or through mail order or the Internet. More information on what constitutes "transact business" can usually be found at the Secretary of State's office in each state. If you decide to register with your home state, be advised that most states will require a certificate of good standing from the State of Nevada. You can either order this certificate as an add-on item when you purchase your formation package, or separately later, if you find that you need it.

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