ENHANCE YOUR BUSINESS PLAN WITH A SHELF CORPORATION OR LLC.
FLORIDA SHELF CORPORATIONS
What's a foreign company? How does that vary from a domestic company?
In whatever state you live in, a company filed in that same state is considered a domestic corporation. A corporation filed in any other state is a foreign corporation. For example, a Florida corporation is domestic to the state of Florida. But it’s considered a foreign corporation in any other state; such as a Florida company in California. Likewise, a California corporation is domestic to the state of California. The California company would then be foreign to the State of Florida.
Knowing the above, doing business in your state may require a “foreign filing” if the company was initially filed in another state.
First, why not obtain a shelf company made in Florida?
Florida collects information on stockholders on the state or local level (business license). A change of ownership usually translates into a “new company” even though it may be several years old. Bankers consider companies as “new” when the owners change. As for states such as Montana, Wyoming and New Mexico, stockholder info is not collected. Therefore, the transfer of ownership is not transparent on the public record.
Florida collects info such as SSN and Date of Birth. Therefore, buying a company filed in Florida is not the best idea if you’re building corporate credit. Acquire a company from Montana, Wyoming or New Mexico, and then file it in Florida as a foreign corporation.
What states produce the best shelf corporations and LLC's?
$15 per year in annual fees, great respect for property rights, and owners do not need to disclose their interest to the State of Montana.
$50 per year in annual fees, great respect for property rights, and owner do not need to disclose their interest to the State of Wyoming.
$0 per year in annual fees, moderate respect for property rights, and owners do not need to disclose their interest to the State of New Mexico.
If you would like a list of the available shelf companies to start your business, build business credit or move to Delaware, please send us an email here: Assetprofile@gmail.com or call 484.256.4563. Thank you.
IS THIS INFORMATION CORRECT? PLEASE SEE YOUR TAX ADVISOR. CONFIRM BEFORE YOU FILE.
How to Register a Corporation or LLC in Florida
Understand the Process of Qualifying as a Foreign Corporation
Things You’ll Need:
Step 1: Is your entity name already in use?
Check to see if the name of the Corporation or LLC you are wanting to register is already in use. If your entity name is already taken, you may need to modify your entity name slightly to register in that state. If original name is used, an alternate name must be used with this form:
To check names in FLORIDA: http://www.sunbiz.org/search.html
Step 2: Complete Application Form
Obtain an application from the state’s department of commerce. The application will be called something like, “Application for Authority to Conduct Affairs” or “Registering a Corporation or LLC”. Often, you can download this from your state’s official Web site.
All Florida registration Forms are located here:
Some specific forms and filing fees are listed here for your convenience:
Foreign Corporation Registration – $87.50
Foreign LLC Registration – $160 for
filing fee, certificate of status and certified copy
Step 3: Certificate of Good Standing for Foreign Entities
If your corporation or LLC is domestic (same state), you can skip this step.
If you are a foreign organization, go to the secretary of state in the state where you are incorporated, and get an original Certificate of Good Standing. This must be attached to the application form.
For foreign entities wishing to register in Florida, the certificate must be dated within 90 days of the time of filing.
Step 4: File Application, Fee, and Return Envelope with Department of Commerce
File your application and fee with state’s department of commerce. Know that nonprofit corporations may qualify for reduced filing fees.
http://www.sunbiz.org/feecorp.html Corporation Fees
http://www.sunbiz.org/feellc.html LLC Fees
http://form.sunbiz.org/cor_fc.html Foreign Corporation forms
http://form.sunbiz.org/cor_fllc.html Foreign LLC forms
Special FL Electronic Filing & Certification
FL Sunbiz™ https://efile.sunbiz.org/onlmenu.html offers several methods information can be submitted to the Division for filing. In addition to Sunbiz™ E-filing (electronic fax filings), we offer on-line document filing for Fictitious Name Registration, Annual Report, profit and nonprofit corporation, limited liability company, limited partnership, and judgment lien filings. Electronic Certification is also available.
FL Paper Filing
Include checks or money orders made out to Florida Department of State.
The main office at the capitol is:
For hand deliveries – courier address
Division of Corporations
2661 Executive Center Circle
Tallahassee, FL 32301
850-245-6051 – to answer any questions
Division of Corporations
Tallahassee, FL 32314
To facilitate the processing of documents sent, please attached a self addressed envelope and a cover letter referencing the corporate name as well as your name, return address, and phone should also be submitted.
Prepare Yourself for the Tax Consequences
Step 1: Register with State
Know that, since you are choosing to take advantage of all the rights and amenities of the state in which you are operating as a foreign corporation, you will be obligated to contribute to the health and wealth of that state. This may mean filing taxes and paying other fees within that state.
All Florida tax forms : http://dor.myflorida.com/dor/gta.html
Step 2: Complete and Submit Taxes
Your business may be required to register, collect, accrue and remit various taxes or fees in Florida. You can register your business with the Florida Department of Revenue by filing Form DR-1: http://dor.myflorida.com/dor/forms/2006/dr1.pdf
You may also register on line: http://dor.myflorida.com/dor/eservices/apps/register/
You can contact the Florida Department of Revenue at (800) 352-3671 or (850) 488-6800 or register online at www.myflorida.com/dor/businesses. Once registered, you will receive a Certification of Registration or notification of liability for the taxes for which you are registered and personalized returns for filing, with instructions.
Consider using an accounting firm to handle your taxes.