CorporationUnited States · Delaware
What it takes to form, own and run a public limited company in United States · Delaware, and how its profit is taxed. Each figure links to the page it was read from.
This company type
At a glance
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otherwise, the stockholders of a corporation shall not be personally liable for the payment of the corporation’s debts except as they may be liable by reason of their own conduct or acts
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may incorporate or organize a corporation under this chapter by filing with the Division of Corporations in the Department of State a certificate of incorporation
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The board of directors of a corporation shall consist of 1 or more members, each of whom shall be a natural person.
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is required to file a corporate income tax return (Form CIT-TAX) and pay a tax of 8.7% on its federal taxable income allocated and apportioned to Delaware.
Form it
Who registers it
- Registry
- Formed without visiting
- Yes
- Formed online
- Yes
What it takes to form
- A notary
- Not required
- A resident director
- Not required
- Paying up the capital
- Not in our records
Own it
Who may own and run it
- Directors
- At least 1 · none need live there · individuals only
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The board of directors of a corporation shall consist of 1 or more members, each of whom shall be a natural person.
- Shareholders
- Not stated
The registry’s and the law’s own pages do not mention it.
- Members
- At least 1 · one person may form it alone
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may incorporate or organize a corporation under this chapter by filing with the Division of Corporations in the Department of State a certificate of incorporation
- A local company secretary
- Not required
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Every corporation organized under this chapter shall have such officers with such titles and duties as shall be stated in the bylaws or in a resolution of the board of directors
- A local registered agent
- Required
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Every corporation shall have and maintain in this State a registered agent
Each year, at the registry
- Annual registry fee
- USD 50 (about €44)
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All corporations incorporated in the State of Delaware are required to file an Annual Report and to pay a franchise tax.
- Accounts on the public record
- Not stated
The registry’s and the law’s own pages do not mention it.
- Audit for a small company
- Not stated
The registry’s and the law’s own pages do not mention it.
- Audit
- Not in our records
Important dates
When each obligation falls due, as the authority states it.
- File the annual report
- 1 March
With Delaware Division of Corporations
Annual report and franchise tax for the prior year, due on or before March 1st.
- Pay the annual franchise tax
- 1 March
With Delaware Division of Corporations
Taxpayers owing $5,000 or more pay quarterly estimates (June 1, September 1, December 1, March 1) per the Division's page; not modelled as separate dates.
- Annual meeting of stockholders to elect directors
- Not in our records
With The corporation (no filing)
Not stated on delcode.delaware.gov/title8/c001/sc07 when checked
What is public
- Directors
- Public
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Current officers and directors for Delaware corporations can be found on the most recent annual report.
- Shareholders
- Not recorded
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Current officers and directors for Delaware corporations can be found on the most recent annual report.
Tax
Tax on profit
How this company type is taxed, which can differ from its place’s headline rate.
Flat+4 regimes
Corporate income tax at two levels: federal 21% (Form 1120 instructions) and Delaware 8.7% on income apportioned to Delaware, beside the annual franchise tax. The combined effective rate is not stated by either authority and is not computed here.
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is required to file a corporate income tax return (Form CIT-TAX) and pay a tax of 8.7% on its federal taxable income allocated and apportioned to Delaware.
Special regimes that may apply
- Deduction for foreign-source portion of dividends received from specified 10-percent owned foreign corporations holding · 100% exempt
Domestic corporations that are United States shareholders of a specified 10-percent owned foreign corporation, on dividends received from it 26 U.S.C. § 245A(a) - Deduction for foreign-derived intangible income and global intangible low-taxed income other · 37.5%
Domestic corporations with foreign-derived intangible income, and with GILTI included under section 951A 26 U.S.C. § 250(a)(1) - Alternative tax on qualifying shipping activities tonnage
Electing corporations engaged in qualifying shipping activities 26 U.S.C. § 1352 - Qualified opportunity zones free zone
Taxpayers with eligible gains who invest them in a Qualified Opportunity Fund holding property in a designated zone 26 U.S.C. § 1400Z-1 (designation) and § 1400Z-2 (deferral and exclusion), enacted by the Tax Cuts and Jobs Act of 2017, Public Law 115-97
Whether a company qualifies depends on its activity and conditions set in each statute.
- CFC rules in United States
- Not in our records
Close it
Closing it
The other end, which most guides leave out.
- Route
- Board resolution and stockholder vote, then a certificate of dissolution filed with the Division under 8 Del. C. 275.
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a certificate of dissolution shall be executed, acknowledged and filed, and shall become effective, in accordance with § 103 of this title.
- Statutory fee
- Not in our records
Every business in United States · Delaware
Sales and consumption tax
- The tax
- Sales tax (state and local)
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you can elect to deduct state and local general sales taxes
- Standard rate
- Set by the states or provinces
There is no national VAT or sales tax; rates are set by each state and locality.
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you can elect to deduct state and local general sales taxes
- Registration threshold
- Not in our records
- A foreign company
- See the note
Sales tax is administered by state and local authorities, not the federal government, so there is no national registration rule to record.
- Tax authority
- Internal Revenue Service (IRS) at federal level; sales tax is administered by state and local authorities
Portals and registers
- Business registerNone — state-level business registries; no single national registry
- Tax authorityInternal Revenue Service (IRS)
- Tax treatiesUS Department of the Treasury - Tax Treaties
Payment and banking services
6 services name United States on their own list: Paysera, Airwallex, Stripe, Revolut, Brex, Mercury. Each provider, and what a listing means.
Reference
Its name and code
- Kind
- Public limited companyDerived our grouping, the same words in every country
- Name in law
- Corporation
- ISO 20275 code
- XTIQSecondary GLEIF, Entity Legal Forms code list