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One of the most appealing aspects of a Delaware LLP incorporation is that there is no requirement to pay corporation or sales tax when business activities take place outside of the state's borders. In addition to this, there are a number of other taxation implications, and the Coddan Ltd team can provide further advice about these. From a corporate perspective, it is already well-known that judicial institutions in Delaware are famous for keeping up to date with the latest legal developments in the world of business - we enable companies to take advantage of this from the other side of the Atlantic Ocean. The business landscape in Delaware has no need to boast about its achievements, and it is also worth bearing in mind that more than half of all Fortune 500 companies have incorporated here.
Directors and company owners that have concerns about dealing with a foreign state government have no reason to worry when dealing with Coddan Ltd - we are equipped to deal with the entire process, and we can also provide assistance for the ongoing running of your Delaware-based LLP. For this kind of setup, there is nothing more valuable than relevant local knowledge, and we spend a great deal of time to make sure that we keep up to date with developments in this state. To see if this setup would suit your business, the team are available on 0207 935 5171 or 0330 808 0089. Emails are also welcome, and we can be contacted at email@example.com.
LLP registration in Delaware for non-US clients: when registering your business, it's important to ensure that you are set up correctly in the country you want to trade in, according to relevant laws and regulations. Under American law, it is possible to set up an LLP even if you're not a resident. It is important to ensure that you register in the correct state, as different states are governed by different laws, so you will get more agreeable terms depending upon the state that you choose. For example, LLP registration in Delaware is popular with non-US clients due to its flexibility and favourable terms for businesses. It's also one of the most cost-effective states to incorporate in, with no income tax charged to companies not active in Delaware. If you need an assistance with an LLP registration in USA, you can also speak to our business advisors between 9.30am-6.00pm Monday to Friday by telephoning + (0) 207.935.5171 or + (0) 330.808.0089 (national rates).
Why choose a company registration within USA if you are not a resident of America? It is possible to register your company in the USA, even if you're not currently a resident. There are many benefits to registering your company in the USA, here are some of the most popular reasons:
Secure more favourable terms for your business - particular states guarantee more favourable terms for your business than others. For example, Delaware, Nevada and Wyoming are all popular choices with both US and non-US residents, due to the way in which their corporation laws have been developed. Their terms are highly flexible, and have been designed to favour and promote businesses. The majority of the large American corporations are registered in one of these states, and it's not difficult to see why. The threat of compensation claims is also greatly reduced in states such as Delaware, where the law has been written to favour and protect corporations from consumers looking to sue.
Find a more cost-effective solution - there are a number of ways to save money by registering your company or an LLP in the USA. Depending upon the state in which you register, it is likely to be more tax efficient. For example, in Nevada, companies are not required to pay corporation tax, tax on corporate shares, equity transfer tax or income tax. As a result, you can make significant savings in many of the financial areas of your business subject to heavy taxation elsewhere.
Make it easier for you to operate globally - the USA has strong links with the majority of countries across the globe, making it easier for you to conduct international business if your company is registered within the USA. This will make it easier to perform cross-border financial transactions, saving you both time and effort further down the line.
How is limited liability partnership (LLP) formation in Delaware different to LLP registration in the UK? Limited liability partnerships (LLPs) are business partnerships constituted so that debts incurred by the partnership are the obligation of the partnership as a whole, and not any individual member of the partnership. While they are popular on both sides of the Atlantic for the flexibility for members and the easing of tax liabilities they can grant, there are differences in how they are created in the UK and in the US State of Delaware. To start with, we typically speak of LLP formation in Delaware and of LLP registration in the United Kingdom.
Establish an LLP in Delaware:
The rules surrounding this area of business law in Delaware derive principally from the Delaware Revised Uniform Partnership Act, effective since January 2000. Delaware LLPs require at least two members, and must file a statement with the Secretary of State of the State of Delaware to come into effect. This statement must include the address of the LLP's registered office, the name and address of the registered expert in Delaware and the address of the registered Delaware office, and the number of members the prospective partnership is to have. The name of the new partnership must also be supplied, followed by the letters 'LLP'.
Setting-Up an LLP in the UK:
LLP incorporation in the United Kingdom i.e. England, Wales, Scotland and Northern Ireland, begins with an application to Companies House, who advise prospective partners in an LLP to discuss the decision with a solicitor as it can involve many new obligations. Electronic software filing can be done for the same day registration service. Processing of the request usually takes around 24 hours. Alternatively, paper documents may be sent to Companies House for a registration fee of £40.00 (£100.00 for same day service).
Working with a company formation expert, accountant or solicitor, you need to send "application to register a limited liability partnership" - form LL IN01. The LLP request may not be granted if the name also belongs to another LLP, in which case members will be required to put forward an alternative company name. Also, if the LLP name contains a 'sensitive' word, this requires clearing.
Incorporation requirements of an LLP in Delaware: the state of Delaware has its own regulations concerning the establishment of limited liability partnerships (LLPs). The Delaware Revised Uniform Partnership Act became effective in 2000, superseding the Delaware Uniform Partnership Act. Under these rules, businesses may become or merge into a Delaware general partnership, which in turn confers a degree of liability protection by making it possible to qualify the partnership as an LLP.
The Revised Partnership Act grants businesses greater flexibility, especially when it comes to freedom of contract principles, as well as numerous tax advantages. For example, the fact that all members of an LLP pay tax on proceeds arising from the partnership means that the LLP as a whole may be able to qualify for a reduced corporate tax band. Provided that all members of a Delaware LLP agree on a total sum of which they will each provide their share, there is no minimum level of investment required.
Key requirements to form an LLP in Delaware: in order to capitalise on the advantages that come with LLPs incorporated in Delaware, businesses need to satisfy a number of minimum requirements. Unlike a limited liability company (LLC), which requires only one member to get off the ground, an LLP is required by law to consist of at least two members or corporate entities - although neither is required to be resident in the US, making Delaware LLPs popular for foreign-based companies hoping to break the US market.
Once all members of a prospective LLP agree to so amend the partnership, a Statement of Qualification must be filed with the Secretary of State of the State of Delaware. This statement is required to contain the name of the partnership followed by the letters LLP, and must also include: the partnership's registered address; the address of the registered Delaware office and the name and address of the registered expert in Delaware; and the number of partners the new LLP is to have, although their names are not required.
LLPs in Delaware versus limited liability companies in USA: if you're considering incorporating a company in the United States, then you must consider the type of structure you wish to operate as and the location of your firm's incorporation. There are three types of companies in the US: corporations, limited liability companies (LLCs) and limited liability partnerships (LLPs).
For the purpose of this article, we will focus on LLPs in Delaware and the benefits they provide against incorporation in other states.
Why chose Delaware to create an LLP there?
At present more than 50 per cent of publically-traded companies and 60 per cent of those listed on the Fortune 500 have their legal home in the state, and it is easy to see why. While being one of the oldest states in the country, Delaware benefits from having a modern and flexible legal system as well as a state government that is extremely pro business. General Corporation Law has been designed to give maximum flexibility to companies, even if they're directors and partners are not resident in the USA.
Setting up a limited liability partnership in Delaware is also relatively simple, with partners entering into an agreement and filing a certificate with the Office of Delaware Secretary of State. The main benefit of forming an LLP in the state is taxation. As with LLCs, a limited partnership is able to enjoy "pass through" treatment for tax, meaning the company is not a taxpayer in itself and its income and losses pass to its partners.
This can be extremely beneficial to companies that are likely to suffer some losses during start-up as it enables the owners offset the losses against other income and thus lower their tax liability. Incorporation is Delaware is incredibly cheap and easy, with the process often being completed in just a few days.
Register an LLP in Delaware with Coddan: the state of Delaware is home to more than half a million businesses, including 50% of US publicly-traded companies and 60% of the Fortune 500. With its low filing fees, low annual taxes and stable legal system, it is a particularly good choice if you wish to take the plunge and set up a new limited liability partnership (LLP) in the USA.
To begin trading as a Delaware LLP, you will need to register with the state's Division of Corporations. As the Division acts solely in an administrative capacity and is unable to provide legal advice, we recommend that you contact the team here at Coddan and instruct our experts to talk you through your options and fill out and file all the necessary paperwork on your behalf. If you have a specific name in mind for your new LLP, we will be able to register this name for you through the Division of Corporations. However, we will only be able to do so if your chosen name is free from prescribed and sensitive words and is not deceptively similar to that of another LLP or entity already registered with the state.
When registering an LLP on your behalf, we will need to provide the Division of Corporations with the name and address of a registered expert. Your registered expert can be an individual or business based in Delaware or a foreign business authorised to do business in the state. However, it must be willing to accept legal papers on your LLP's behalf. If you already own a business in the UK, we will be able to register your business as your registered expert. However, if you do not own a business and do not know anyone willing to act as your registered expert, we will be able to appoint a registered expert on your behalf.
What are the advantages of registering a limited liability partnership in Delaware? If you are looking to set up a limited liability partnership (LLP) in the USA, you may already be aware that different states offer different incentives and penalties. Some states pride themselves on providing generous tax breaks, while others charge extortionately high tax rates. If you wish to make your money go further, you may wish to consider registering your LLP in the state of Delaware.
Situated midway between New York and Washington D.C., Delaware has gained an enviable reputation as the premier place to register an LLP in the USA.
Delaware welcomes your business - at a time when many states are feeling the squeeze, Delaware nets around one-third of its income through incorporating businesses. The state is so eager to attract your business that it offers a number of choices for filing, depending on your preferences and budget. While expensive, its half-hour, two-hour and same-day filing services can be of assistance if you wish to set up your LLP immediately.
Delaware has its own Court of Chancery - Delaware has its own Business Chancery Court, which adjudicates on business disputes. As the court has been specifically set up to only handle business lawsuits, the judges it appoints for its trials are extremely knowledgeable in all areas of corporation law and therefore make well thought-out decisions in a fast and efficient manner.
Additionally, as the court hears numerous cases on a daily basis, the state has a large body of business case law, which generally means less litigation.
Delaware offers tax savings - Delaware is not only associated with low formation costs, but also minimal franchise taxes. However, the biggest advantage of forming an LLP in this state is that you will not have to pay corporation tax if your business operates outside of its borders.
Why incorporate a limited liability partnership in Delaware for non-residents? Delaware offers many advantages for people who wish to set up a business entity in the United States. The state has a favourable taxation regime and extremely flexible legislation covering business regulation. The combination of these factors allow Coddan to help set up the most advantageous possible structure for your business.
Limited liability partnerships are a relatively recent innovation among American business entities. They were originally developed to help US professional businesses that had been prevented by legislation from setting up as limited liability companies. In many cases, these businesses had set themselves up as general partnerships. These give the partners no protection against debts incurred by the business. The LLP structure allowed them to shift to having limited liability without incurring taxation.
For non-US residents, limited liability partnerships can be useful for professionals who wish to trade in states where they would be forbidden from setting up a limited liability company. The LLP structure is also useful for businesses where one of the partners won't be taking an active involvement in the running of the business. This is due to the fact that with an LLP no partner can be held liable for debts incurred by another partner.
Limited liability partnerships are also useful for complex business structures. Due to the fact that no partner can be held liable for the actions of another partner, it is possible for a business to take on high risk partners without being exposed to any additional financial risk. This can be extremely useful for businesses that are seeking to diversify into new, uncertain markets.
Coddan Ltd has extensive experience with setting up LLPs in the state of Delaware. We can get your business up and running within a few weeks or within 24 hours. We can also provide a registered office address in Wilmington, the capital of Delaware, if required.
Delaware LLP formation vs British LLP registration: at Coddan Ltd, our team of legal specialists and company formation experts often receive the same questions about LLP formation, and they are asked for advice about either incorporating in the UK or the USA. Specifically, incorporating in the US state of Delaware is a popular choice for a number of different businesses, but there are also a number of reasons for keeping the presence of a company within the United Kingdom.
For either option, our dedicated team can provide you with all of the necessary information to make an informed choice, and this is only a small part of the overall package of business services that we can provide to our clients.
When choosing a company formation in Delaware, there is one major advantage to be found on the other side of the Atlantic Ocean. This particular state offers a range of tax benefits to businesses that do not operate within its state boundaries - the most significant of these is a lack of corporation tax or sales tax. In addition to this, Delaware has a number of judicial institutions that are world-famous for keeping at the very forefront of business and corporation law.
Delaware was the first state to ratify elements of the US constitution, and it is not surprising that more than 50% of Fortune 500 companies have incorporated here. If the only stumbling block to your Delaware incorporation has been a lack of a registered expert in the state, we can assist you with this and get your LLP up and running.
Alternatively, the specialists at Coddan Ltd are able to provide expert advice and insights about forming your LLP within the United Kingdom. Tax issues should once again be at the forefront of any decision making, and a UK-based LLP can allow its partners to be paid under a self-employed arrangement if this would be of benefit. Also, UK clients may respond better to a company that is registered within the country - many potential clients may be discouraged by a foreign address.
Delaware LLP formation vs Delaware LLC registration: when many business leaders and directors get in touch with the team of formation specialists at Coddan Ltd, they have already decided upon a company formation in the US state of Delaware. However, we can provide expert advice about the exact nature of formation, and this will allow you to choose between an LLC (limited liability company) and an LLP (limited liability partnership). Both of these have their own set of positive elements and drawbacks, but overall it all comes down to the range of company structures that are available for each setup. Whatever path you may decide, we have many years of experience in this field, and this allows us to provide you with everything that you need to make this key decision.
When looking at taxation options, LLCs offer one main advantage over LLPs - they have the ability to tax profits at a corporate level, in the event that this figure is higher than the salaries of the directors. This type of setup can be beneficial in a number of different situations, and we can provide more information to see if this would be a useful setup to employ. In an LLC, it is also possible for the owners to be officially known as "members", and this allows them to either run the company themselves or elect other officers to handle the day-to-day operations of the business.
On the other hand, an LLP has a more comprehensive set of protection measures in place relating to personal assets of the company owners. In effect, one partner can be protected from the actions of other partners in terms of accrued debts and similar negative activities. Any LLP that is formed in Delaware can also enjoy a number of other benefits, such as zero corporation tax and sales tax rates for companies that operate outside of its state borders.
Limited liability partnership post-formation services in Delaware: if our team of experts at Coddan Ltd has already assisted in the formation of your new limited liability partnership in the US state of Delaware, you will already be aware about their high levels of professionalism and expertise in this field. Now that everything is up and running, you may be interested to know that they are also able to provide a number of post-formation services to keep all elements of your LLP running smoothly.
Alternatively, we are always delighted to speak to clients that already have an active LLP in Delaware, and we can show you how our services can greatly enhance your existing business.
One of our most popular Delaware post-formation services is to provide assistance in the opening of new bank accounts that are based within the state. In a manner that is similar to other areas of the US, Delaware banking institutions need a variety of official paperwork before opening an account, and we can help you to compile these documents and get them submitted in a timely manner.
In terms of other documents, we can also help you to ensure that your annual accounts and returns are delivered on schedule, and you also need to be aware of the requirements relating to annual fees that are payable to the state. Overall, we are always available to discuss any ongoing concerns that you may have about your LLP in Delaware - we are not like other formation companies that simply submit the paperwork and leave you to figure out the rest for yourself!
Establishing a limited liability partnership in Delaware with nominee partners: when you decide that forming a limited liability partnership in Delaware is the best option for your company, you may need to choose someone to act as a nominee partner. There are a number of reasons for using this facility, and the team at Coddan Ltd can provide you with the necessary advice - we can also proceed with the applicable paperwork to get everything set up.
Our team of company formation specialists has many years of experience in this field, and they will be able to explain all of the legal implications of this type of arrangement. The most important thing to remember is that even though a nominee director will be in place, as the original company owner you will be in full control at all times.
Choosing a nominee director for your LLP formation in Delaware can be advantageous to individuals that want their true identity to be kept away from official documents and state records. At the same time, it is also important to bear in mind that Coddan Ltd will only assist with this arrangement if we are 100% confident that no illegal activity is taking place.
Legitimate uses for a nominee director will be clearly explained at the time of the application, but company owners that need to fulfil confidentiality agreements can use a nominee director to maintain their legal obligations.
Copies of the agreement will be held by both parties, and this means that in the event of any kind of investigation it will be possible for the true owners of the company to be disclosed.