How to Get an Apostille (or Certificate of Authentication) for your USA Corporation or LLC Documents

Friday, January 27th, 2017

History: 

An Apostille is a certification from a US Federal or State government that allows a document from that office to be accepted in any of the countries that have signed the Apostille Convention adopted on October 5th, 1961. In the United States this typically is the Secretary of State in each US state or the US Department of State (for Federal Documents).

Purpose: 

Many of our international clients who form a company in the USA may also need an an Apostille or “Certificate of Authentication” (for countries that did not participate in the Apostille Convention). This is because their home country may need to verify that the documents filed in the USA are legitimate. Many times this is so they can open a bank account or meet other business or licensing requirements in their country.

Procedure:

First, you need to have filed the original business formation document (Articles of Incorporation or Articles of Organization to create the Corporation or LLC), then you need to have that document reviewed and “stamped” with the Apostille certification as well as provide the correct filing fee (and additional expedite fee if you are in a hurry). Typically this is done in the same office of the Secretary of State where you file the business formation document. The person responsible for approving the Apostille will then review and stamp the documents and return them to you via mail or courier.

Tips:

It’s best you submit your original formation documents and Apostille request at the same time so you can save some “back and forth” time between filing departments or have to wait for the formation documents to return (only to send them right back to the same place). Otherwise, you can simply send the documents in to receive the stamp (make sure to include pre-paid envelopes or courier airbills to prevent your documents from being misplaced).

Note that MyNewCompany.com, Inc. can obtain your Apostille or Certificate of Authentication in any US state starting at $35 plus state fees.

 

 

 

 

Introducing the Startup Wizard

Wednesday, January 18th, 2017

MyNewCompany.com would like to introduce our newest exclusive product: The Startup Wizard. The Startup Wizard is like a startup checklist on steroids and is personalized to your specific business entity type and state.

We used to provide our clients with a state-specific checklist in PDF format that shows them all of the “post-formation” tasks they need to complete after we formed their company. This includes tasks like opening a bank account, getting a business license or setting up your accounting system. With the Startup Wizard, we now have a custom web-based checklist that is personalized for your state and entity type.

What this means is that, for example, if you needed to file an Initial List for your Nevada Corporation, our checklist would provide the specific instructions to do that as well as many other important startup tasks.

 

Features:

  • Included FREE with every business formation.
  • Covers steps such as getting a business license or resale permit.
  • Simple instructions for holding an Organizational Meeting, adopting Bylaws or Operating Agreements and Issuing Stock or Member Certificates.
  • Progress Tracking (0 to 100%) as you complete each step.
  • Weekly Automatic Email Reminder with attached PDF summary of remaining steps. Unsubscribe anytime.
  • Downloadable as a PDF file if you prefer to print or view/save elsewhere.
  • Multiple companies? You get a Startup Wizard for each one so you can track them separately.

Benefits:

  • Don’t spend hours learning these critical steps, let the Startup Wizard guide you step-by-step.
  • Save hundreds of dollars in time saved by having a simple checklist of things other services would charge you for.
  • Properly set-up your new company without having to learn complex legal forms or procedures.
  • Prevent costly mistakes or errors in the set-up of your company that could cause problems in the future (perhaps allowing lawyers to pierce your “Corporate Veil” and expose personal assets).
  • If you utilize our service for your clients you can give them personalized guidance using the Startup Wizard.
  • Peace of mind that you’ve set-up your company properly the first time.

We hope you like the Startup Wizard and let us know any feedback – thanks!

Five Things You Need Before Incorporating Your Business

Monday, December 19th, 2016

Five Things You Need Before Incorporating Your Business

So, you want to incorporate your startup? Make sure you take a look at this checklist first – if you forget any of these items, you could be in trouble.

There are plenty of reasons to incorporate your business – but there are also plenty of reasons you might want to hold off doing so, as well. You shouldn’t be too quick to make a major decision out of the blue. Instead, it’s something you need to carefully consider.

And while you think about it, you’ll also need to collect a few things:

The Vital Details

First thing’s first, you’ll need to figure out the following:

  • Your business’s name and address.
    • Make sure your business name is unique, and doesn’t contain certain words like ‘bank’ or curse words.
  • The names and addresses of any decision-makers within your business – who are your founders, executives, and board members?
  • The physical address of your business in the state where it was founded.

An Agreement Between Decision-Makers

Here’s a question for you – how are you going to handle a disagreement between your business’s founders? What will you do if one person wants to buy out at some point down the line? Who will buy your business, and what will it be sold for? These are all contingencies you need to iron out with your fellow decision-makers before incorporating if you want to avoid a nasty legal dispute down the line.  This is typically called a “Buy Sell Agreement” or “Shareholders Agreement”.

An Understanding Of What You Want From Incorporation

There are a ton of benefits from incorporation, but it also comes with a few disadvantages – namely paperwork, fees, and the fact that liability protection isn’t 100% guaranteed, depending on the state you’re incorporating in. Before you incorporate, think carefully about why you’re doing so.

Is it for privacy? Tax benefits? Employee incentives? Make sure you’re doing it for the right reasons, and that there aren’t any easier alternatives available to you.

The Documents

Every state has slightly different rules where incorporation is concerned, including which articles of incorporation you need in order to move through the process. Check your state’s website, and gather all the necessary documentation, including the required forms. Once you’ve done that, you can render the final decision on whether or not to incorporate.

A Knowledgeable Agency To Help You Along

Last but certainly not least, it’s advisable to bring in a third party with a working knowledge of the incorporation process – a firm like MyNewCompany. Founded in 2001, our goal is simple – to make starting a business as simple, fast, and inexpensive as possible. We’ve helped form thousands of companies for our clients, and have grown into one of the largest and most reliable providers of incorporation, LLC formation, and other small business services.

Contact us today, and we’ll help you make your business a reality – without breaking the bank.

Incorporate or Form an LLC: Wyoming vs. Delaware

Wednesday, October 1st, 2014

If you’re thinking about incorporating or forming your LLC in Wyoming or Delaware, you might be wondering which state to choose and why. Both offer a “business-friendly” environment but each has different benefits–and drawbacks–depending on factors such as your type of entity, your industry and the size of your company. For example, many larger corporations incorporate in Delaware due to its business-oriented legal system, but a one-person corporation may be more drawn to Wyoming’s low fees and taxes.

Although Wyoming has been in the game for a long time and was in fact, the inventor of the American LLC (currently the entity of choice among our clients), you’ve probably heard more about Delaware because it’s the home of many Fortune 500 companies. Delaware has been an incorporation hub since the early 1900’s. It’s big business. Is your company growing fast with high-profile potential and plans to become publicly-traded? Delaware might be the right choice for you.

For the small business owner, starting a Wyoming company has distinct advantages. Wyoming requires a minimal filing fee and the annual report is only $50 in most cases. You won’t pay a franchise tax in Wyoming and there is no state income tax. If you have an existing corporation that was filed in your home state and you’re tired of the state raising fees and changing its business requirements, you can move your company to Wyoming with little hassle.

For a better look at what each state offers, we’ve created this side-by-side comparison of Wyoming vs. Delaware:

Compare Wyoming Delaware
No corporate income tax X
No state personal income tax X
No franchise tax X
No state tax on corporate shares X X
Low filing fees X
Low annual fees X
One-person corporation is allowed X X
No annual report required until the anniversary of the formation date X
Corporation shareholders are not listed with the state X X
LLC members are not listed with the state X X
Unlimited stock of any par value is allowed X X
No minimum capital requirements X X
Officers, directors, employees and agents are statutorily indemnified X
Can adopt a corporation formed in another state X
Meetings may be held anywhere X X

One important thing to remember in choosing is that companies are only authorized to do business in their state of formation. That means that if you incorporate in Wyoming, but your physical business is located in California, the state of California will require you to file additional paperwork to “foreign qualify” your Wyoming corporation as a California corporation before it can operate as a business at home. Yes, it can be confusing. And expensive. That’s why the majority of small business owners file their companies in their home state, unless they have a very specific reason to incorporate in Wyoming or Delaware.

For more information about which state to choose, please visit our state page.


Ready to order your new company? Click here!

How to Mess Up Your LLC Formation

Friday, August 2nd, 2013

Our main business is forming LLC’s and Corporations so we’ve seen how an LLC formation can go wrong in many ways.

Here are a few we’ve encountered (and sometimes had to clean up either from people or our competitor’s clients):

  • I filed it myself! – I think the Do-It-Yourself mentality is crucial for a startup with limited resources. However, I think the legal filing that actually creates your company and potentially protects your personal assets (houses, cars, bank accounts, etc.) is an area you might consider going with a pro. Sure, it’s pretty easy to file an LLC in many states, but this is only one step, there are crucial steps you need to follow after the filing that fully form your LLC. In our experience, these after-formation tasks rarely get done.
  • No Operating Agreement! – OK so you’ve filed your LLC and you’re done right? Most people think so – until the IRS or a process server with a lawsuit shows up. The Operating Agreement is the core document of your company that details things like the ownership percentage of each owner, the operating rules, how profits are handled, how disagreements are dealt with, liability protection clauses, etc. Even worse, you might have a blank Operating Agreement sitting around in an Minute Book or on a hard drive – which is pretty much useless.
  • Didn’t Hold an Organizational Meeting – Even if you have an Operating Agreement, did you hold an Organizational Meeting to determine ownership percentage, how much cash/property you’re putting into the business? You should hold this meeting which will complete the details of your Operating Agreement, then give each member (owner) a signed copy.
  • Making the S-Corporation Election – Having your LLC taxed as an S-Corporation certainly has some advantages in the right circumstance, but filing this election (using form 8832) can change how your LLC is run and managed dramatically. For instance, you will probably have to do payroll for yourself (and other members) once the election is made which is complicated and burdensome for a small LLC with limited resources – say hello to monthly deposits, quarterly taxes (both Federal and State).
  • Selected Wrong Type of Entity on IRS Employer Identification Number Application – Related to the point above, picking the wrong entity type on your FEIN (which determines which tax forms you will use) is not an un-fixable mistake but we see this happening all the time and is something better done right the first time.

How to Prevent These Problems:

  • Use a professional LLC formation service like ours or an attorney if you feel that you need legal advice.
  • Make sure you get a personalized Operating Agreement with your LLC formation (we provide this, in editable digital format as well).
  • Make sure to hold that Organizational Meeting! We give you step-by-step instructions and personalized documents “ready for signature”.
  • Consider talking to a tax advisor before filing your S-Corporation Election.
  • Make sure after doing the above, that you select the right type of entity when applying for you EIN (1 member = disregarded entity, 2 or more members = partnership, etc.)

Any other issues we should be aware of? Let us know in the comments!

Incorporation Service Scams and Lies

Friday, July 26th, 2013

I will be the first to admit that the incorporation industry does not always have the best business practices or clarity. We’re based in Nevada and frankly, some of the other firms that operate here should be shut down or have their owners put in jail (and some have!).

Here’s a list of common scams, lies, deceptions and falsehoods to avoid if you’re looking to incorporate or form an LLC using a service in our industry:

  • Hidden State Fees: massively inflated state fees. So a company claims to be only charging “$49” to file your company and then hides another $20-50 in the “State Fees” – compare the TOTAL price! The real state fee can be easily verified on each state’s website. 
  • We’ll do it for FREE! Come on you’re smarter than that. This scam typically involves tying you into a “Legal Service Plan” or other type of monthly billed service whereby you will exceed the cost of incorporation by many times. Don’t fall for it.
  • Lower Service Fees by adding higher shipping fees: Add in $39 in shipping fees and suddenly you’re paying much more for that $49 service. Some companies charge that to the state, back from the state and then finally to you!
  • Exploding Fees: you’re enticed with 6 months or a year of  “Free” or “Discounted” registered agent fees then POW! Those fees explode in the next year or so. We’ve seen “Free” go to as high as $289/year!
  • “Professional” Registered Agent Service: many services are simply using a mailbox at the UPS Store or a friend’s house! Beside’s not complying with law, if your company is sued or misses an important notice – whoops! You’ve now lost a lawsuit by default judgment and the company is late or in administratively dissolved status because the person wasn’t home that day or the UPS Store doesn’t know how to handle official legal mail.
  • Incorporate in Delaware, Nevada and Wyoming to save on taxes! Why this may be true for some companies, for the vast majority it is not and actually might involve higher fees for smaller businesses. Read more about this in our article “Which State to Incorporate?“. Again, there are some great reasons to choose those states, but some act like you need to choose those states and in many cases you do not.
  • Free Bylaws or Operating Agreement! This sounds great, until you find out they are blank. Do you know how long it takes to customize one of those? The chances of somebody involved in a busy startup actually doing that is close to zero. The forms should be personalized from the start.
  • Free Stuff: Wow, you’re giving out free stuff that’s already free (software, forms, etc.) – amazing!
  • Encouraging Multiple Entity Strategies: They’ll tell you you need to have a C-Corporation owned by 2 LLC’s, the LLC’s are then owned by each other and then you start another LLC to lease services and supplies back to your Corporation. While this may be a good asset protection strategy for a high-risk or high-growth company  – it may not be appropriate for a small startup that doesn’t have any revenue yet – perhaps start with one simple LLC and go from there. Each of those entities will cost money to maintain, pay taxes, etc. and can get expensive quickly.
  • Outrageously Priced Corporate Kits and Seals: $100 for a minute book? $40 extra for the seal? $40 for 10 Stock/Member certificates? This is madness.
  • Upsell, Upsell, Upsell: So you’ve ordered your company and suddenly the phone rings off the hook, your email inbox and mailbox are exploding.

Here’s what MyNewCompany.com, Inc. does to bring some sanity back to this industry (and hope others follow our lead!): 

  • We don’t hide state fees. Verify our fees against the state. 
  • Regular Shipping is free, FedEx is reasonable and priced at about our cost.
  • Pricing is upfront for any recurring service, guaranteed not to change.
  • We only use real offices for Registered Agent Services staffed by real people that know how to handle this important mail. This includes scanning, uploading, emailing, phone notification and FedEx of important documents.
  • We tell the truth about Delaware, Nevada and Wyoming as shown in the article linked above.
  • We personalize your Bylaws and Operating Agreements and give you a digital copy to easily edit.
  • You know how to find the Free Stuff – this isn’t rocket science, do a google search for “free accounting software” for example.
  • We’re “Startups Made Simple”, not “Multiple Entity Strategies for your One Person Business that will cost 10 times an LLC”. You can order multiple entities from us of course, but we don’t encourage or advise our clients on this one way or the other. Simple is usually best when starting out.
  • Our Corporate Kits are $69 or $79. This includes the Minute Book, the Seal, 20 Stock Certificates and shipping.
  • We don’t sell your info. If you opt-in to a service (like our email newsletter) you can easily unsubscribe. We protect our clients and our Privacy Policy reflects that.

I hope I’ve given you a good overview of the industry and what to expect. Let us know any other scams or lies in the comments and we’ll update this post.

How to Incorporate a Business in the USA

Friday, July 29th, 2011

If you are located outside the United States and want to start a USA company, you can do so by satisfying a few basic requirements.

First you will need to decide which type of company (also known as an entity) will best suit your business needs. If you incorporate in the USA, you will be forming a Corporation. If you form an LLC, you will be forming a Limited Liability Company (LLC). Each entity has its advantages and there is no restriction on which country the owners are from or how many owners there are. However, your home country might have its own restrictions on which type of entity can operate in that country so you will need to check your local laws and possibly contact an attorney for more information.

Once you’ve decided whether to incorporate in the US or form an LLC, you will need to decide the state where you will start a USA company. You can choose any of the 50 states or Washington, D.C. The state you choose will depend on why you are starting the company. Some states like Delaware, Nevada and Wyoming are more “business-friendly” and “international-friendly” than other states, and if you are only starting a US company because you need to open a US bank account and will not have a physical office, you might want to choose one of these states. In fact, the banks in Delaware, Nevada and Wyoming are familiar with international clients who don’t have a local office and dealing with them will most likely be easiest. If you are opening a US office when you start a USA company, you might want to incorporate or form an LLC in the state where you will open an office or operate with a home-based employee. You can still form the company in another state like Delaware if you like, but please note that you will need to “re-register” the company in your state of operation and will have to pay additional fees – this is called a “foreign qualification” and we can handle this for you as well.

After you’ve decided to incorporate or form an LLC, and chosen the state where you will start the company, you will need to choose a company name and provide a registered agent. A registered agent must be a person or company that has a physical address in your state of formation, is available during business hours and agrees to accept and sign for official legal and state documents on behalf of your company. MyNewCompany.com can provide the registered agent in any state for $99/year. Please note that in addition to your registered agent name and address, some states will require you to provide the names and addresses of your company owners and any people involved with the company such as directors or shareholders. Also, it should be noted that a registered agent is not a mail forwarding service.

There might be some additional items you will need to complete before you can legally operate your company in the United States such as setting up a physical or virtual office and obtaining a Federal Tax ID, but completing these basic steps gets you started. By choosing to incorporate in the USA or form an LLC, you have added credibility to your company and can now put your services or products in front of US investors and the US market. These are just some of the reasons to start a USA company.

For more information, please view our resource page with step-by-step instructions: “How to Start a Company in the USA“.

Special – Save 15% off Incorporating or Forming an LLC!

Friday, April 8th, 2011

Incorporate or Form an LLC and save 15% NOW! LIMITED TIME ONLY.

To receive this discount:

  1. Place an order for a Corporation or an LLC.
  2. On the final step of checkout, click the “Offer Code” link, enter offer code 15NOW.
  3. Make sure to click “Apply” and 15% will automatically be deducted from your total.
  4. Submit your order.

IMPORTANT: the offer code must be applied before submitting an order and is not applicable to orders after they are submitted.

Incorporate for Free or Form LLC for Free Scam

Friday, November 5th, 2010

Some incorporation and LLC formation companies have recently been advertising that they will “incorporate your business for free” or “form your LLC for free”! Of course, most sensible people know that not only is this not true, they know that no business that wishes to remain in business would offer their services for free – even in our current economy. After being contacted by a few people who were taken in by this scam (and us having to clean up a few messes left by some inexperienced competitors), I thought I would investigate further.

So let’s take a closer look at these “incorporate for free” and “form an LLC for free” offers. After reviewing a few sites that are offering this, I found:

  • Obviously this does not include state fees or publication fees. State fees can range from $20 to over $500. These companies conveniently don’t mention this in their advertising (except as a disclaimer).
  • Most are embedding significant fees within the state fee. For example, the state fee in California is $70 for an LLC and $100 for a corporation – most I checked were charging anywhere from $85 to $115 for the LLC and $115 to $140 for the corporation. This is simply dishonest.
  • They are all going to attempt to upsell you – they wouldn’t offer this without the potential to get actual money from you. Get ready for aggressive sales calls, emails and attempts to get you to buy things you don’t need (for example, a professional Registered Agent Service is not required if you live in the state where you form the company and are available during business hours). I would bet that most people who form a “free” company end up paying more than people who go with a company that tells the truth, is upfront and charges reasonable fees.
  • None of them offered personalized Corporation Bylaws or an LLC Operating Agreement. Not having these documents is dangerous, exposing you to lawsuits, owner disputes and general lack of proper organization.
  • Most are charging outrageous shipping fees which are conveniently not included in the “free” package. $29.95 for “Priority Mail” in one case. Priority Mail from the USPS is usually around $5 for corporate documents.
  • Most are charging really outrageous “Rush” or “Expedite” fees. Some are $150 or more when I know for a fact that all they are doing is overnighting the documents to and from the state (typically around $50 – $60 in real costs).

So what’s the alternative? Obviously this article is written to convince you to try our services. We believe in being honest and here’s what we’ll offer you:

  • Our service starts at only $79 + state fees.
  • We only charge the real state fee which you can view on our online order forms.
  • We never attempt to upsell you.
  • Even our basic service includes personalized Corporate Bylaws or an LLC Operating Agreement.
  • Shipping is always free, you can add overnight for $25.
  • We don’t make money on “Rush” or “Expedite” fees. If it costs $25 to expedite a filing with the state, that’s what we charge you.
  • Most importantly, we tell the truth. We would never offer a “free corporation” or “free LLC” as a sales tactic. We would never hide fees in the state fee. We never say “incorporate in 10 minutes” or other gimmicks – we tell you how long it will take to form your company right on Step 1 of our order forms.

I invite you to compare us to our competitors and decide for yourself.

Rwanda Has A Faster Business Registration System than Most US States

Wednesday, June 9th, 2010

In news that should be terrifying to most US states’ technology administrators, Rwanda (yes, that Rwanda) now has an online business registration system that is faster and easier than most US states. This system allows a person to form a company in Rwanda in 1 hour.

Compare this to the standard processing time of select US Secretary of States (as of June 2010):

  • California Secretary of State: 70 Days
  • Maryland Department of State: 75 Days
  • Nevada Secretary of State: 45 Days
  • New York Secretary of State: 20 Days
  • Washington D.C. DCRA: 40 Days

So if you want to file a DBA, incorporate a business or form an LLC in the United States, you will almost certainly have to wait longer than your entrepreneurial equivalent in Rwanda. This should be a wake up call to each US Secretary of State’s filing office: in the largest, most powerful economy in the world, we are now falling behind 3rd world countries (recovering from a brutal civil war) in the time it takes to register a business.

The number of new business registrations is an important indicator of the overall health of an economy and US State governments should make upgrading their systems a priority not only to make business startups faster, but to improve and streamline the internal operations of their own offices.