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New Year, New You: Avoiding Administrative Dissolutions/Revocations

5…4…3…2…1. It’s a brand new year which means you will be making resolutions and vowing to lose those extra few pounds lingering from Grandma’s homemade Christmas cookies. But after the confetti has fallen and the party is over comes one of the busiest times of the year for business. Most especially, Delaware corporation owners are preparing to submit their Annual Reports and Franchise Tax payments. However, Delaware is not the only state that requires additional paperwork and/or tax payments to stay in compliance. While many are concerned with hitting the gym, some neglect completing that necessary paperwork causing their entities to fall out of compliance.

So what does administratively dissolved/revoked mean? Across the country, states may have different names for this action, but for the most part, administratively dissolved, revoked, terminated, etc. means the state has taken action and rendered your company unable to legally conduct business due to not submitting an annual report, paying your annual taxes, maintaining a registered agent, etc. Most often, removing your entity from this status will require payment and/or any additional filings. Being in an administratively dissolved status can also cause problems when trying to qualify in other states, open banking accounts, and other actions that require your company to be in good standing. Below are some tips to help you keep from failing those New Year’s Resolutions and your business from being Administratively Dissolved/Revoked.

Choose Realistic Resolutions

When choosing a fresh start for the year, make sure to choose goals that are attainable. For example, choosing a registered agent company who is just as dedicated to seeing your company succeed as you are is a great place to start. Incorporating Services, Ltd. offers additional programs such as Annual Report Filing Service (ARFS) and Annual Report Monitoring Service (ARMS) to remind you that your Annual Report is due and even take care of preparing and filing the document for you. This service alleviates having to remember the various dates that your report(s) is due in each state and minimizes the chance of your company being administratively dissolved.

Make a PlanNew Year shutterstock 124546933 2

For most states, you can mark on a calendar when all important documents and tax payments are due. For instance, Annual Reports and Tax payments for Delaware corporations are ALWAYS due on March 1st. Tax payments for Delaware LLCs, LPs, and LLPs are ALWAYS due on June 1st. Even your registered agent company has a specific renewal month for your annual renewal bill. Although reminders will be sent by either the state or your registered agent, there is always the possibility of reminders getting lost in the mail or an email address being incorrect. Furthermore, some states do not send reminders at all, thus having those dates already on a calendar is a great back up plan. If you have questions about when your reports/payments are due, you can always call your registered agent company to assist you.

Keep an Open Dialogue with Your Registered Agent Company

One of the biggest opportunities for growth between a registered agent company and its clients is open communication. All business owners understand that with priorities such as changing locations or training new employees, the last thing on anyone’s mind is: ”I need to call my registered agent to update them of this change.” However, not knowing a new address or a new contact’s email/mailing address makes it difficult to successfully send reminder notices. One strategy Incorporating Services, Ltd. uses to combat this issue is by providing an Entity Contact Update form with all Annual Renewal Invoices. Simply fill out the paper and return by mail, email, fax, or login into our client portal, Snapshot. This ensures that if your company has moved or if a new employee is taking the reins all communication will be maintained as effortlessly as possible so as to keep your entity in good standing.

If You Do Fail, Don’t Panic

Let’s be real, we are all human and we sometimes fail. If you do forget to file that report or pay those taxes, Incorporating Services, Ltd. is fully equipped to file the necessary documentation to get your company out of administrative dissolution and back into good standing. For additional information, please call (800) 346-4646 or email radiv@incserv.com or orders@incserv.com.

Amanda Archambault, Registered Agent Associate

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Jurisdictional Closures for February 2019

Please see the list below for Jurisdictional Closures for February.  Dates and information are subject to change.

Date: Holiday: State:
Feb 12th                         
Lincoln’s Birthday
CT, IL, MO, NY
Feb 18th President’s Day                   (Washington/Jefferson/Lincoln) AL, AK, AZ, AR, CA, CT, CO, CT, DC, HI, ID, IL, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NH, NJ, NY, ND, OH, OK, OR, PA, SC, SD, TN, TX, UT, VT, VA, WA, WV, WY

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.closures office closed

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The Government Shutdown; How it Affects the Legal Services Industry.

Since December 22, 2018, due to a lapse in appropriation bills, the Federal Government has been in a shutdown.  Here at Incserv, our day-to-day services include interaction with several Federal Offices providing retrieval, filing and other services to you, our client.  However not all offices are affected in the least, while others are either partially or fully shut down.  Below is a guideline to what is and is not affected, which we will update as continued shutdowns occur.

Internal Revenue Service (IRS)

Obtaining a Federal Employer Identification Number can typically be done electronically which is still available.  However, if it falls in the category of fax or phone retrieval (about 5%), this service will be delayed.

U.S. Securities and Exchange Commission (SEC)

As of January 4th, we’ve only received an automated response indicating the office is closed due to the lapse in appropriations and that we will be contacted when this has been corrected.  This affects our ability to process certified copy requests.

National Vessel Documentation Center (NVDC)

At the NVDC (the Coast Guard Vessel Registration Office) during the funding lapse, they are not authorized to process any items associated with Commercial vessels.  The very limited staff is only processing Recreational work received electronically, however at a delayed pace.  Mail is only able to be date stamped and will be filed in order when the shutdown lifts.

U.S. Department of State

Business can be conducted with the U.S. Department of State because the authentications office is able to process document authentications and other consular services using revenues generated from fees it charges for these services.  Embassies would typically be unaffected, as they are governed by the laws of their own country.

Other Federal Agenciesgovernment UCC

Like the Department of State, the United States Patent and Trademark Office (USPTO) remains open, funding its operations using the fees it collects; however, in the past this has only been for a few weeks. The Office of Comptroller of Currency (OCC), as per its website, is “funded through assessments on supervised institutions and not Congressional appropriations, OCC operations are not affected by a government shutdown from a lapse in budget authority.”  This means we are able to request certificates of corporate existence and other certified documents for national banks and savings banks.

District of Columbia

If you didn’t know, DC does not have autonomy over its own budget!  In the past, the District of Columbia would have been affected by the shutdown.  However, thanks to legislation sponsored by Congresswoman Eleanor Holmes Norton passed in 2017, DC is not affected by the shutdown.   With the new legislation, DC government agencies including the Department of Consumer of Regulatory Affairs (DCRA), Recorder of Deeds, and the Department of Notary and Authentications, are now business as usual during the Federal shutdown!

For more information on our federal agency services, you may click on the following link. If you have any questions or need additional information, please feel free to reach out to one our experienced staff members.  We are happy to assist!

Lucy Rose, Project Manager, Product Research and Development

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DE Annual Report & Franchise Tax-The Buzz! Pt 1

Delaware is one of the jurisdictions which require annual report filings and franchise tax payments.  The deadline of March 1 is quickly approaching, so today, we decided to answer a few basic questions…

Where are the annual report & franchise tax notices sent? In Delaware, annual report and franchise tax notices are sent to the agent of record, also known as your registered agent. The registered agent is then responsible for passing the notice along to you. This is one of the major reasons it’s imperative to keep your registered agent up to date with the most current contact information for your entity.

How and when are the Delaware annual report & franchise tax notices sent?  Annual tax notices for domestic Delaware corporations have been sent either by e-mail or First Class Mail.  Incserv completed their mailings on 12/20/2018.  If you have not yet received your notice, please contact your registered agent.Annual Report iStock 105865346

How can I file my Delaware annual report? The State of Delaware Division of Corporations requires all Delaware annual reports for profit corporations be filed online. This can be done by visiting the Division of Corporation’s website at www.corp.delaware.gov or by utilizing a registered agent. When utilizing a registered agent, you can have the agent file for you or use their filing portal that is tied directly to the State’s system (ours is Snapshot™ – if you want to know more about it, click here).

Be sure to check back weekly or subscribe to the blog so you don’t miss out on the rest of the details. Next week we will continue the series and talk more about how to file using our Snapshot™ portal. Of course, if you have a question in the meantime, feel free to reach out to us. We are here to help!

Rose Redman, Quality Assurance and Employee Development Manager

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UCC Searches – Multiple Debtors, Multiple Jurisdiction Searches…What is Needed?

For our final installment in our series on The Perplexing World of Uniform Commercial Code Demystified, we’ll outline What is Needed for a Multiple Debtor, Multiple Jurisdiction Search.

Per our last post, you know Incserv has you covered for the large UCC projects.  However, how do you prepare to send it to Incserv?  What does Incserv need from you to ensure that when the go-button is pushed, you don’t have to worry about a delay?  Don’t fret, we’ve got you covered there too…Here is the information we need to process your large UCC requests.  These can come in the body of an email, or, more commonly, as an Excel spreadsheet.

Debtor Names:

  • Companies
    • Full names, including corporate endings
    • Possible DBA names
    • Previous names
  • Individuals
    • Full legal names including middle initial

Jurisdictions; States:

  • Companies
    • Domestic State of Incorporation
    • Principal Place of Business (optional)
  • Individuals
    • State of residency
    • Prior State(s) of residency (optional)

Jurisdictions; Counties:

  • Companies
    • Domestic State of Incorporation Office Location County or Registered Agent County
    • Principal Place of Business County and State (optional)jurisdiction signed doc 2018
  • Individuals
    • State of residency County and State
    • Prior State(s) of residency County and State (optional)

You can request a Debtor Due Diligence Search nationwide with us today either online or by sending your 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 hope you’ve enjoyed this series!

Lucy Rose, Project Manager, Product Research and Development