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Closure October 8th – Columbus Day

Columbus Day iStock 540983048All District of Columbia and Federal Government Offices will be closed on Monday, October 8th in observance of Columbus Day.

Our Washington, DC office will be open during regular business hours and will be able to provide nationwide assistance and limited services in the District.

The following District services will be available: UCC searches with copy retrieval, lien and court searches, 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.

Most Foreign Embassies will be closed. However, for those Embassies that are open we will be able to provide service.

District offices will resume normal business hours on Tuesday, October 9th.

If you have questions or concerns, please contact our Washington, DC office at 202.386.7575, 877.531.1131 or dcorders@incserv.com.

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The Roads You Should Take: Deciphering Registered Agent Fees and Annual Franchise Tax Destinations

Road iStock 534887545As the poet Robert Frost said, “two roads diverged in a wood, and I- I took the one less traveled by…” navigating where important documents should be filed/sent can be a difficult journey (Frost 1916). Sometimes, paths cross causing confusion and frustration. Other times, we become so comfortable with one road, we forget there are scenic routes. It is my hope that this article can be a map to help direct you on your journey.

One question we frequently receive is, “Doesn’t my registered agent fee cover the cost of my Annual Franchise Tax?” For instance, when filing your personal taxes, the accountant’s fees differs from the taxes owed to the state. The Annual Renewal Registered Agent fee is simply the cost for Incorporating Services, Ltd. (Incserv) to act as your registered agent in your incorporated or qualified states and runs at a rate of $120 per entity, per appointment. As with most registered agent companies, Incserv’s registered agent services renew annually, and the payment’s destination is the registered agent.

Although you receive the Delaware Annual Franchise Tax Notice from your registered agent, as we are required to forward them to the current address we have on file, the fee is owed to the state of Delaware. Furthermore, clients should follow their compass to ensure taxes are paid in a timely manner. Incserv does not have the authority to accept payments as the Delaware Secretary of State, issue refunds, or waive late fees/penalties; these requests must go directly to the state of Delaware.

Incserv does have a portal called Snapshot in which you can file your Annual Report and pay your Annual Franchise Tax for an additional fee. As an added bonus, Snapshot will save your Annual Report information from year to year so filing the report is efficient and won’t leave you wandering in the woods. Should you wish to use our portal, an invoice will be generated apart from the annual renewal invoice for registered agent services. If you would rather have Incserv captain your ship, we have a service called Annual Report Filing Service (ARFS) in which we file the annual report for you and bill for the services. Please contact Incserv for more information about these services.

Unlike Frost’s poem, choosing to venture down one road is not as effective when traversing the Registered Agent versus Delaware Secretary of State terrain. In this case, both paths need to be walked to ensure success in keeping your entity in compliance not only with your registered agent but also with the Secretary of State. For more information on our services, please call (800) 346-4646 or email info@incserv.com and one of our representatives will assist you.

Amanda Archambault, Registered Agent Associate

Frost, Robert (1916). Road Not Taken. The Poetry Foundation. Retrieved on 11 September 2018 from https://www.poetryfoundation.org/poems/44272/the-road-not-taken

 

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Jurisdictional Closures for October 2018

Pclosures office closedlease see the list below for Jurisdictional Closures for October.  Dates and information are subject to change.  

Date: Holiday: State:
Oct 8th  Columbus Day

AL, AZ, CO, CT, DC, GA, ID, IL, IN, ME, MD, MA, MN, MO, MT, NE, NJ, NM, NY, OH, PA, RI, TN, UT, VA

Oct 18th  Alaska Day  AK
Oct 26th  Nevada Day  NV

Please check out our blog posts throughout the month for any last minute changes or updates from these or any other state or local office.

If you have any questions or need assistance, feel free to contact us at 800-346-4646 or via email at info@incserv.com.

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The Perplexing World of Uniform Commercial Code Demystified! Pt 4: UCC Filings – The Importance of Performing a Search to Reflect

Search UCCFor the fourth installment in our series on The Perplexing World of Uniform Commercial Code Demystified, we’d like to talk about the Importance of Performing a Search to Reflect after filing your UCC1 Financing Statement or UCC3 Amendment.

Despite your best efforts in preparing your UCC1 or UCC3 to perfection, the filing jurisdiction could very easily make a typo causing the filing to be mis-indexed when recording it into their database.  Why is this a problem for a Secured Party?  Just a small typo can make all the difference when searching for outstanding liens against the Debtor Name.  As a potential new Lender (Secured Party), an existing lien may not be reported.  As the existing Secured Party, your “first in line” position may not be reported even though your Financing Statement was on record before anyone else’s.  How about an Amendment or Assignment?  Was it filed against the proper UCC1?  Were all the Secured Parties recorded?  Was the Assignment done as a Partial or Full? Are you concerned yet?

So how do you ensure a typo was not made causing your filing to be mis-indexed?  Each time you file a UCC1 or a UCC3 with changes, request a Search to Reflect upon Thru Date Reached.  If an indexing error occurred, it can be found right away and corrected, rather than down the road when it’s potentially too late.

You can file a UCC and request a Search to Reflect nationwide with us today by sending us your filing and request to Orders@incserv.com.  Please give us a call if you have any questions or would like additional information.   We look forward to hearing from you and stay-tuned for our next segment on Due Diligence Searches!

Lucy Rose, Project Manager, Product Research and Development

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The Quarterly Users Meeting – Part II

Part iStock 105865346This is the second part of a two part blog.  Read the first part here, where I discuss increased state involvement in the small commercial registered agent community.

Each quarter, the State of Delaware holds a meeting between the administrators at the Division of Corporations and online agents (the Users of state services).  Through these meetings, agents learn about changes on the horizon with the State, and the State learns about issues agents face in delivering services to the legal community.  When we discuss the “Delaware Advantage” in corporate law, these meetings are a part of what helps set Delaware apart from other states.

Legislative Changes:  Sustainability and Transparency Standards Act

Many new legislative changes were reviewed.  One that I found particularly interesting was HB 310, the Certification of Adoption of Sustainability and Transparency Standards Act.  This Act provides a means to allow entities to file documents with the state related to their efforts of Sustainability and Transparency.  In this way, a good corporate citizen may want to file documents with the state to certify their corporate citizenship.  The state will launch a searchable database for these filings on October 1, available to agents and to the public in general later in the summer.

Legislative Changes:  Updates to LLC Law

There were quite a few changes to Delaware LLC Law which take into effect on August 1.  An excellent summary article can be found here (thanks to Richards Layton and Finger for writing, and also thanks to Harvard Law School for publishing).  There are three important changes associated with this act:

  • Allows for an LLC to be split. Careful as this can multiply costs of filing and maintenance.
  • Allows for the creation of a Public Benefit LLC (similar to Public Benefit Corporations).
  • Allows for the creation of registered series LLCs, which seeks to improve some of the series LLC laws.

Josh Twilley, President

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The ever changing corporate world!

Ever Training

Statutes, Administrative Rules, Processes and Procedures are ever evolving.  It is our job as a premier service provider to make sure we are staying “in the know”!

Incserv staff takes pride in working with internal and external sources to ensure we are staying in front of the changes which potentially affect us and our clients.  It is even part of our company goals to complete a designated amount of training hours each year.

Our involvement in organizations, such as NPRRA (National Public Records Retrievers Association) NCAPA (National Capital Area Paralegal Association), Central Delaware Chamber of Commerce, and the Delaware Paralegal Association ensure we are receiving industry wide information and staying true to industry standards.  Also, our business relationships with Attorneys and other service companies have allowed us to coordinate training sessions with them to broaden our service offerings and knowledge of services we already provide.

As an online registered agent, we maintain a close relationship with the Delaware Secretary of State and this has allowed us to attend Quarterly meetings which are comprised of the Deputy Secretary of State, department heads from the Division of Corporations, other employees from the division, representatives from the agent community and even the Secretary of State attends.  It is a meeting the state hosts to provide updates from each department and any statute changes which have been approved and will take place.  In addition to these quarterly meetings, there is a yearly Strategic Planning Conference where information is shared, training sessions are offered and guest speakers talk about how our industry impacts the state and even the rest of the country/world.  We have also participated in Training sessions, the state has offered on a quarterly basis.  This only strengthens our knowledge of the state database and administrative rules so we can better service our clients.

When you reach out to your Customer Service Representative at Incserv, you can trust they have continued their education and make it a priority to understand the corporate statute in Delaware and other states in order to provide the best customer service available.

Rose Redman, Quality Assurance and Employee Development Manager