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March 24th – DE Secretary of State Cut-Off Times Altered!

On Friday, March 24, 2017 an Employee Recognition Luncheon is planned for all the employees of the Delaware Secretary of State – Division of Corporations.  State services have been altered.

All 30 Minute and One-Hour service filings must be received prior to 6:00 PM (ET) and Two-Hour service filings will need to be received prior to 5:00 PM (ET).  All other cut-off times will remain unchanged.

We will be able to secure filing dates and times until 10:30 PM (ET).

To meet these deadlines, Incserv must receive all filings AT LEAST 15 MINUTES

before the DE Secretary of State corresponding cut-off times.

Incserv will have full-staff available to meet all of your corporate and UCC needs. Contact us via email or call 800.346.4646 (International callers please dial 302.531.0855).

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New and Energized Focus on Compliance

January 10, 2017- Incorporating Services, Ltd. (Incserv) is pleased to announce Steffan Bradford as the newly appointed Team Leader for its Compliance Department. Steffan began his career with Incserv in 2011, as a member of the Client Services Team. His client focused perspective combined with the seasoned team already in place has created a renewed energy.

The focal points within the Compliance Department are the Annual Report Monitoring (ARMS) and Annual Report Filing Services (ARFS). As most jurisdictions have annual filing and/or tax requirements it is imperative these obligations are met in order to maintain any legal protections the entity may provide. ARMS takes the task of keeping track of annual report filing and franchise tax due dates off of your desk and puts it on to ours. ARMS monitors due dates for all entity types across the nation, and sends filing reminders ahead of the deadline. An automated filing option is also available (ARFS). With the auto-file option added, Incserv’s Compliance Department proactively compiles and maintains the information necessary to prepare, file and make payments. As the due dates approach, the team automatically files and/or makes payment. Proof of compliance is then uploaded to a personal client portal for easy access whenever you need it. Steffan and the team have worked to fine tune these processes and enhance the communication we have with our clients.

For more information or to contact Steffan directly, call 302-531-0729 or email sbradford@incserv.com.

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The Panama Papers Part II

The Panama Papers Part II

Joshua M. Twilley, President of Incorporating Services, Ltd. shares with us the following with regards to the Panama Papers.

The Panama Papers (Papers) put a spotlight on the uses of corporate entities for tax purposes.  While many (if not most) of the entities in the Papers were established legally and are not necessarily involved in legal wrongdoing, the focus on the uses of corporate entities and how they can be monitored while protecting the privacy of entities is an important discussion.  I previously wrote about the Panama Papers here.

Rick Geisenberger, Chief Deputy Secretary of State of Delaware and head of the Department of Corporations, recently outlined some of the issues facing identification and prosecution of those using corporate entities operating in illegal ways.  Mr. Geisenberger ‘s article appears in the September/October 2016 issue of Delaware Business, a publication of the Delaware State Chamber of Commerce.

This insightful article, which can be found here, also highlights several easy-to-implement solutions to make sure corporate entities are not used for illegal purposes.

Delaware has been a leader on developing best practices for protecting America’s interests, which many other states have adopted.  I agree with Rick that the solution can’t be solved by looking to each state to adopt some form of compliance, with 50 different sets of laws and 50 different levels of corporate involvement.  The currently proposed federal solution outlined in the article would ensure compliance in all jurisdictions, creating a good balance of protection and privacy, and give federal authorities the ability to investigate and prosecute.

The information within this post is intended for general information purposes only. Incserv and its employees cannot offer legal or financial advice. Please consult with your legal counsel for assistance in how this information may or may not affect you and your business prior to making any decisions. The above information (and any attachments) should be judged accordingly.

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Delaware Statutory Trust

Joshua M. Twilley, President of Incorporating Services, Ltd. shares with us his insight on the Delaware Statutory Trusts.

Delaware is long known to be a leader in corporate law, but Delaware is also a trailblazer in trust law.  In 1988, Delaware was the first state to adopt a legal framework governing trust law, with the passage of the Delaware Business Trust Act, which governs the Delaware Statutory Trust (DST).  While other states have adopted similar legislation, the Delaware version has evolved over the years.  Today, the DST is considered the preferred vehicle for trust activities that involve financial transactions.

What is a Delaware Statutory Trust?

In an ordinary trust relationship, a fiduciary would hold legal title on a property on behalf of another, who held the equity title.  These trusts are governed by a Common Law framework.  The Delaware Business Trust Law allows for the creation of a Delaware Statutory Trust (DST).  The DST is considered a separate entity which can in many ways behave like a corporate entity, with a body of trustees and a group of beneficial owners.

What makes a Delaware Statutory Trust a preferred vehicle?

This structure offers a number of advantages.  The trust can have multiple trustees and beneficial owners, who receive the same liability protection afforded to stockholders of a Delaware corporation.  As an independent entity, the DST can enter into contracts while still protecting beneficial owners, and even provides beneficial owners protection in the event of bankruptcy.  Finally, the Delaware Court of Chancery, widely considered one of the best corporate and trust courts in the world, has jurisdiction over the DST.

How is a Delaware Statutory Trust formed and maintained?

Forming a DST is an easy process, requiring a certificate of trust to be filed with the Delaware Secretary of State, along with the Trust Agreement.  There are no annual maintenance requirements (franchise tax or annual report) for a DST.  A Delaware resident must be named as a trustee.

Incserv can assist in all aspects of filing the Delaware Statutory Trust and can provide a Delaware resident as a trustee.  Contact us for more information.

The information within this post is intended for general information purposes only. Incserv and its employees cannot offer legal or financial advice. Please consult with your legal counsel for assistance in how this information may or may not affect you and your business prior to making any decisions. The above information (and any attachments) should be judged accordingly.