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Other Questions about Incorporating

Find the answers to questions such as "If I incorporate, will doing so prevent others from using my company name? Can I protect a trade name nationwide? Do I need to publish a notice of incorporation? What do I have to do on an Annual basis? Can I own / participate in the ownership of a corporation if I am not a US citizen?" and more here.

If I incorporate, will doing so prevent others from using my company name?

Incorporating will not keep another business from using your name. Generally, every business must protect its own business name and the good will that it has acquired from the sale of its goods or services in a specific geographic area. Filing articles of incorporation only prevents the secretary of state from filing a document to create another corporation, limited liability company or limited partnership that has the same, a deceptively similar, or similar name as the entity already in existence.

Can I protect a trade name nationwide?

There is no national registration of trade names. Generally, businesses, including corporations, protect their trade names by registering their trade name as a service mark or trademark if the trade name also functions as a service mark or trademark. Because of the legal complexities involved, we recommend that businesses obtain private counsel to get advice on how to protect a trade name in interstate commerce. 

Do I need to publish a notice of incorporation?

While a few jurisdictions require publication of the corporate name to be published in a newspaper local to the county of the registered agent (Georgia, Arizona, Illinois, and Pennsylvania), most jurisdictions do not require publication unless an existing unincorporated business intends to incorporate without a change in its name; that business must then publish its intent to incorporate in the local newspaper for four consecutive weeks (in most jurisdictions).

What do I have to do on an Annual basis?

Your corporation will have to file an annual tax return (IRS Form 1120 or 1120S).  Your State of Incorporation will also probably request that you renew your incorporation via a form which updates the address of the corporation, its officers and directors, and its registered agent for service of process.

Annual tax returns are also filed by sole proprietorships (Schedule C to IRS Form 1040), limited liability companies (IRS Form 1065) and general partnerships (IRS Form 1065).

Finally, Active Filings suggests that you consult your accountant for any additional information required for filling out corporate tax returns, quarterly tax payments, employment payroll records, etc

Can I own / participate in the ownership of a corporation if I am not a US citizen?

Generally, there are no restrictions on foreign ownership of a company formed in the United States. The procedure for a foreign citizen to form a company in the United States is the same as for a US resident. It is not necessary to be a US citizen or to have a green card to own a corporation or limited liability company formed in the United States. To receive pass-through profit distributions, a foreign citizen may form a limited liability company. In contrast, all profit distributions (called dividends) made by a C corporation are subject to double taxation. (Under US tax law, a nonresident alien may own shares in a C corporation, but may not own any shares in an S corporation.) For this reason, many foreign citizens form a limited liability company (LLC) instead of a C corporation.

A foreign citizen may be a corporate officer and/or director, but may not work in the United States or receive a salary or compensation for services provided in the United States unless the foreign citizen has a work permit (either a green card or a special visa) issued by the United States. Some work permits allow a foreign citizen to work only for a sponsoring employer. Such work permits generally do not enable a foreign citizen to also work for a new, unrelated company formed by the foreign citizen. The foreign citizen would need to obtain a separate work permit to work for the new company.

How long is the incorporation process

Processing times for incorporating a company vary amongst the different states and change constantly depending on the workload at the state office.  Please ask one of our representatives for our most current approximation of the processing time for Articles of Incorporation within your state of incorporation.

Can Active Filings help me to open a checking account?

No, Active Filings cannot assist you with the opening of a checking accounts or other banking related issues. In order to open a checking account you will be required to walk in to the bank of your choice and provide proof of ID (your drivers license or passport), a copy of your articles of incorporation or organization and the company's tax ID (EIN).

If you don't live in the US, but you want to start a business here, you will have to plan a trip after we have incorporated your business and obtained the EIN. Be careful: nobody can do this for you and if you find a company offering this service, be aware that you could be victim of fraud.

 

[Faq about Incorporating] [Faq about Shares of Stock] [Faq about LLCs] [Faq about Shareholders, Directors and Officers] [Faq about Organizational Structures] [Faq about Tax issues] [Faq about miscellaneous issues]

 

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