If you are beginning a business in Delaware, one of the first steps is registering it as an LLC. By doing this, you can limit personal liability and protect your assets against lawsuits brought by third parties.
To form an LLC, it’s necessary to fill out a Certificate of Formation form with information like your company’s name and purpose as well as other pertinent details.
Articles of Organization
The articles of organization is the legal foundation that forms your Delaware LLC. They establish your company’s purpose and structure, list all members and specify your corporate name.
Depending on the state in which you file, articles of organization can also include vital details about registered agents and filing fees, while some states offer templated forms to make filing these documents simpler for LLCs.
Articles of Organization are subject to review by the secretary of state or corporate registrar in each filing state to ensure compliance with state laws and guidelines. Each state may have unique rules and requirements, so be sure to visit its website prior to submitting an application for incorporation.
Your LLC’s articles of organization should also contain the names and addresses of its owners; this helps keep track of your company’s ownership structure.
Operating Agreement
An operating agreement for your Delaware LLC register is an important document that outlines the rights and responsibilities of its members, such as how profits will be split among members, how taxes should be filed and what would happen in case of dissolution of the entity.
An LLC operating agreement also helps safeguard its limited liability status by showing evidence of separate legal entity status and that Members are not financially responsible for debts of the company. Draft one yourself before creating your LLC and keep it with your business records.
Your LLC can be structured in various ways. A multi-class structure allows you to assign unequal rights and responsibilities among different groups of Members – making this type of setup perfect for estate and succession planning purposes.
Registered Agent
Delaware requires every LLC and corporation to have a registered agent, who will serve as the person who receives official state correspondence and notice if you or your company are being served with legal proceedings.
Name and address details for registered agents are public record and accessible through the Delaware Division of Corporations website, so if you prefer keeping these details private you may wish to hire a professional service such as Northwest Registered Agent to act as your registered agent instead.
Professional registered agent services provide invaluable services that ensure businesses remain compliant with state requirements and avoid penalties or fines from potential violations.
Filing Fees
Before legally operating a Delaware LLC, you’ll need to file a Certificate of Formation with the Corporate Section of the Secretary of State and pay a one-time filing fee of $300.
Delaware LLC incorporation fees vary based on the number of shares and par value desired. Prices listed are for corporations with 1,500 shares at no-par value; fees will differ if more shares than this are in existence.
Delaware LLCs must file an Alternative Entity Tax of $300 by June 1. Failure to file this tax on time results in a $200 late fee as well as monthly interest of 1.5 percent.
If you’d rather leave all the hard work to someone else, registering agent services provide Delaware addresses to receive service of process documents on behalf of your company and any legal requirements as needed for an additional fee.
