Incorporation FAQ: Frequently Asked Questions about the S Corporation
People ask a bunch of common questions when they�re considering the general subject of incorporating a business or, more specifically, when they�re considering purchasing one of my do-it-yourself incorporation kits. Here are the questions and answers I seem to give again and again� the first batch of questions concerns the do-it-yourself kits, and the second batch of questions concerns the incorporation process itself.
Do the Incorporation Kits Include Free Forms?
No, the incorporation do not include free incorporation forms. But you don�t need free incorporation forms with the do-it-yourself kits. You can (and should) download free forms from the appropriate state web site. My do-it-yourself kits do, by the way, tell you exactly where you need to go to download the free forms. And the do-it-yourself incorporation kits provide step-by-step instructions for completing the incorporation forms and the related tax forms.
Why Haven�t I Gotten the Incorporation Kits I Ordered?
When you click the buy button on the product page, you jump to the PayPal web site. After you provide your PayPal account information or, in the case where you don�t have a PayPal account, after you provide your credit card information, PayPal passes you to another web site from which you download the kit. In other words, after you pay, you can and should download the kit.
If you didn�t know you were supposed to do this, no problem. You also received an email message with a link you can click to get to the page that provides the link you click to download the product.
If you still can�t get the link to work�say it�s expired�no problem. Send me an email message and I�ll email you a copy of the incorporation kit as an attachment.
Can I get a printed, hard copy of the kit?
Not currently. Sorry. I may add this ability in the future. But I�m just not set up to print and mail out paper copies of the printed kit right now�
I didn�t get what I wanted�how to I get a refund?
Just send me an email. I typically process refund requests a work day or two later. Note that if you happen to request a refund when I�m on vacation (typically over the Christmas holidays and also in August), it may be a week before I get to your refund.
Which state kit should I get? I�ve heard that Nevada [or Delaware] is best�
In general, you should get an incorporation kit for the state in which you�ll operate your business. The idea that, for example, non-Nevadan businesses can use a Nevada corporation to avoid paying taxes to the state where the business is actually located is an entrepreneurial myth. Please read the Taxation of Corporation page�s discussion of how state�s tax corporations for more information.
I should say, however, that if you�re a very large business, you might want to form your corporation in Delaware. Choosing Delaware has little or nothing to do with taxes, though. Large corporations choose Delaware because the Delaware corporation laws and Delaware courts are very sophisticated and business friendly. But these features don�t make a whole lot of difference to small corporations.
Who do I pick for a registered agent?
You need to specify a real, live person the state can contact if it has a question for the corporation. If you setup the corporation in the state in which you operate the business, that means that you (or some other member of the management team) is the obvious choice as registered agent.
If despite my earlier answer to the question about setting up a Nevada corporation you need a registered agent in a state where you don�t have a real presence, you may want to ask an attorney or accountant in that state to be your registered agent. He or she will probably charge you a modest fee.
How long does incorporation take?
Different states take different amounts of time to process the articles of incorporation. Some states, for example, allow you to fill out the articles of incorporation right online. In this case, the secretary of state�s office usiuallyprocesses the articles of incorporation in a few days. (The official starting date of your corporation may in this case be the day you fill out the application.)
Other states take weeks. Arizona, at the time I�m writing this for example, seems to move at a glacial pace. (If you�re an Arizona business owner, here�s an idea: to call or write your state senator or state representative and encourage the legislator to support faster processing of articles of incorporation.)
Note: Many states also allow incorporators to pay a special, extra fee for expediting the processing of the articles of incorporation. The do-it-yourself incorporation kits describe this in more detail.