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For more than 100 years, Delaware has been the location of choice for businesses seeking to incorporate in the U.S.

For more than 100 years, Delaware has been the location of choice for businesses seeking to incorporate in the U.S. More than one million business entities have made Delaware their corporate home, including more than 60 percent of all Fortune 500® companies. The State’s advanced corporate statutes, efficient business courts, experienced legal community and business-friendly climate are just a few of the many benefits of incorporating in Delaware.

The Process

  1. Get Advice: Expert advice provides your business with the best possible start. Decisions about board composition, issuance of shares, allocation of powers and other issues of corporate governance should be made before you incorporate to avoid potential conflict later.

  2. Choose an Entity Type: Delaware provides for many different business entities. The most popular are Corporations, Limited Limited Liability Companies (LCCs) and Delaware Statutory Trusts. An expert can help you decide which entity type would best suit your business needs and goals.

  3. Choose a Business Name: You will need to select an original business name not already in use or reserved by another business in the State. Delaware’s Division of Corporations offers a simple Name Availability Search tool to determine whether a name is available. Your business name must end with the corporate designator that indicates its business entity type (e.g., Inc. or LLC).

  4. Choose a Registered Agent: All Delaware business entities are required by law to appoint a registered agent to receive legal documents on the company’s behalf. The registered agent, either a person or a business, must have a street address in Delaware. Businesses with a physical presence in Delaware may act as their own registered agents; companies outside Delaware may hire a third-party agency to act on their behalf. The Delaware Division of Corporations maintains a list of organizations that provide registered agent services.

  5. File a Certificate of Incorporation: To register your business with the State of Delaware, you will file a Certificate of Incorporation (or a Certificate of Formation if forming an LLC) with the Division of Corporations. The forms and instructions are available on the Division of Corporations website. The certificate must include the following:
    • Exact corporate name, including abbreviations and punctuation
    • Name and address of the registered agent
    • Name, address and signature of the incorporator
    Additional information may be required. You may want to seek legal advice to determine additional articles to include.

  6. Maintain Good Standing: Once formed, Delaware business entities must maintain their good standing with the State of Delaware by filing annual reports and paying franchise taxes. Delaware has made this a fast and user-friendly process that can be completed online. Calculate your tax amount, or contact the Franchise Tax Department of the Division of Corporations for assistance.

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