Articles of incorporation are the documents businesses file with a jurisdiction to establish itself as a legal entity within that jurisdiction. Ultimately, anybody that wants to form a corporation will need articles of incorporation.
But what information is needed in these documents? How does one file them? Is it a one-and-done requirement?
A certificate of incumbency, also sometimes referred to as a statement of incumbency or incumbency certificate, is an official document that may include the following information:
Most often, corporations and LLCs secure them on an as needed basis for third parties who require formal documentation verifying corporate information. For example, a bank may want to verify officer and director information as part of the loan application process.
The process is quite simple. The organization reaches out to its registered agent with the proper documentation that the registered agent can use to pull necessary information. That documentation can be an annual report filing or an internal document showing officers and directors such as minutes, bylaws, resolutions, etc. From there, the registered agent can typically turn back the certificate of incumbency within a day.
Many times, a certificate of good standing from the jurisdiction of record is also obtained and attached as further proof. The document is then notarized and delivered to the requesting institution.
Keep in mind that a new certificate of incumbency is required for each legally binding transaction. And as long as we’re your registered agent, we’ll be able to handle certificates of incumbency whenever you need.
Incserv is here to help! Contact us at 800-346-4646 or via our contact form.
All District of Columbia government offices are closed on Friday, April 16th in observance of Emancipation Day. Although our Washington, DC office will be open during regular business hours, DC specific services are limited.
The following District services will be available: UCC searches with copy retrieval, corporate status searches and name availability.
The following District services will not be available: corporate filings, document retrievals, business license services, UCC filings, apostilles and notary certifications.
Federal Agency and Foreign Embassy services are not affected by this closing.
District offices will resume normal business hours on Monday, April 19th.
If you have questions or concerns, please contact our Washington, DC office at 202.386.7575, 877.531.1131 or dcorders@incserv.com.
On Friday, April 2, 2021, some jurisdictions will be closed in observance of Good Friday. However, Incserv is open and will be available between the hours of 8:30 AM – 5:00 PM (ET).
Incserv has electronic access to many jurisdictions and will be able to perform electronic searches, filings and document retrievals, as such access allows.
If you have any questions or concerns, please contact our office at 302.531.0855, 800.346.4646 or orders@incserv.com.
Many businesses have a Delaware virtual office despite not being physically located in the state. Companies do this for a variety of reasons, the majority of which are rooted in business advantages and convenience. Let’s examine why a company might create a Delaware virtual office and list what’s required to establish one.
To a business owner, the phrase expired DBA can sound like a scary thing, but in reality, it doesn’t have to be. Here’s a breakdown of what it is and how you can remedy it.
Corporation formation is an essential step in starting (and running) a company. It can feel like a daunting task, thanks in part to many myths that surround it.
Let’s dig into—and demystify—some of the most common corporation formation myths.
Incorporating a business in Delaware has many advantages. Most articles on the web point to tax advantages, but there’s more to it than that. Companies appreciate the state’s effort to keep the “Delaware corporation statute modern and up-to-date” and the “quality of Delaware courts and judges.” As a result, the Delaware Secretary of State imposes an annual tax for the privilege of incorporating in the state. This tax is known as the Delaware Franchise Tax and it accounts for about a third of the state’s annual revenue.
The Delaware Franchise Tax must be paid annually by any business legally incorporated in the state. Deadlines and calculated amounts differ by entity type:
Side note: the annual reports referenced above typically include the company’s address, phone number, general stock and financial information, the name and address of at least one officer and the names and addresses of all directors.
Taking care of headaches like paying the Delaware Franchise Tax is something we love doing for our clients. You can get started with our Franchise Tax Order Form, or, feel free to give us a call at 800-346-4646. /end-sales-pitch.
Businesses that forget to pay their Delaware Franchise Taxes can run afoul in a few different ways. Failing to file by your assigned deadline means your business falls out of good standing. The state will assess a $200 penalty. Interest at the rate 1.5% is accrued monthly, on the 6th of each month. If a business fails to file and pay their Delaware Franchise Tax for two consecutive years, they are declared void. They’ll incur more fees and be forced to pay an additional renewal filing to get back in good standing with the state.
As always, the contents of this article should not be considered legal or financial advice. Have more questions about independent managers? We’re here to help.
All Incserv offices will be closed on Monday, January 18, 2021, in observance of Martin Luther King Day and
will resume normal business hours on Tuesday, January 19, 2021 at 8:30 AM (ET).
Have a Safe and Happy Holiday Weekend!
In a world where budgeting and cutting costs is almost crucial for people to make ends meet, cutting the $40 cable bill and replacing it with the $11 Netflix bill is just one of the many ways people are revamping their budget to ensure they are not living paycheck to paycheck. Business owners are not alone and often have to make these types of decisions for their businesses. One question that frequents our office is, “Do I have to have a registered agent? ”
Why Do I Need a Registered Agent?
In short, if you do not have a physical presence in the state you are conducting business then you are required by law to have a registered agent in most states. The states need a way of contacting you for business matters such as tax notices, legal documents, and service of process (SOP). Although this is the most common reason to have a registered agent, it is not the only reason. Some companies require a registered agent due to the infrastructure set up. Other times companies will appoint an agent so that process servers are not showing up at the place of business to serve the company an official notice of a lawsuit. No matter the reason you have an agent, Incorporating Services is equipped to represent your company in all 50 states, the District of Columbia, and in most international locations.
What Does a Registered Agent Do?
A registered agent is an entity or individual named with the governing office to accept SOP, governmental mail, annual reports, and tax documents from the jurisdiction on behalf of the company. The latter are just some of the basic services a registered agent can provide. Incorporating Services offers enhanced services such as our Annual Report Filing Service (ARFS) where we proactively compile and maintain the necessary information to prepare, file, and make payments regarding your annual reports; Mail Forwarding, forwarding mail outside of what the registered agent typically sends out; and, Virtual Office, providing your business with a commercial business address and unique suite number so that you can conduct business from anywhere. These enhanced services help to keep your company in compliance and eliminates worries.
Why is Having a Registered Agent So Important?
The state needs to know that businesses have a contact person at a physical location (not a P.O. Box) to contact regarding any of the aforementioned notices/documents. If a registered agent is not appointed or maintained, state can take action to administratively dissolve or cancel your company for failure to appoint a registered agent. Once that action is taken, the result renders your company unable to legally conduct business until brought back into good standing. Additionally, time-sensitive material requires immediate attention. A professional registered agent allows you to focus on your clients while we handle the critical paperwork. Furthermore, having an agent separate from your business address protects your business’ image; being served notice of litigation at the business’ physical location can be detrimental to the client/business relationship.
Can I Be My Own Registered Agent?
In most states, so long as you have a physical address (not a P.O. Box) in that state, and are available during normal business hours (Monday through Friday), you can be your own registered agent. However, this leaves you solely responsible for obtaining and maintaining your company’s compliance. With Incorporating Services’ many locations, enhanced services, and dedication to you and your company, we are equipped to handle the formalities so you can focus on your customers.
Amanda Archambault, Registered Agent Associate