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Business Terms for Companies Registered in Delaware

Starting a new business involves more than just knowing your industry; it’s crucial to understand the business terminology that applies to your operations, especially if you own a Delaware company. Understanding these terms ensures you can navigate documents and important compliance dates effectively.

Certificate of Formation

A Certificate of Formation is essential for creating a new Limited Liability Company (LLC) under U.S. state law. This document outlines specific details about your business as required by the authorizing statute.

Certificate of Incorporation

The Certificate of Incorporation is issued by the government to officially acknowledge the creation of a new corporation. It serves as the foundational document for corporate operations.

Certificate of Dissolution

If your corporation decides to cease operations, you’ll need to file a Certificate of Dissolution. This process involves winding down company affairs within three years following the filing.

Certificate of Amendment

A Certificate of Amendment is used to update previously filed documents with the state. This might include changes to the company name, the number of shares issued, or the par value of shares.

Certificate of Existence

This document, issued by the state, confirms that a business entity is actively operating and fulfilling its legal obligations. To maintain this status, companies must pay Franchise Taxes and Registered Agent fees.

Certificate of Good Standing

Similar to the Certificate of Existence, the Certificate of Good Standing verifies that a company is operational and meeting its obligations. We can assist you in obtaining this document if needed.

Franchise Tax

All LLCs and corporations in Delaware must pay an annual Franchise Tax. LLCs are required to pay $300 annually, while the minimum tax for corporations is $225. This tax is necessary due to the legal advantages of being established in Delaware.

Understanding these terms is vital for maintaining compliance and ensuring your Delaware business runs smoothly.

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