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DE Annual Report & Franchise Tax – The Buzz! Pt 4

Delaware Annual Report & franchise tax delaware 173x300Part four of our Delaware Annual Report & Franchise Tax Series will answer questions about the deadline for filing. If this happens to be the first blog you’re seeing in the series, click here to start from the beginning.

The Delaware annual report for all domestic corporations is due on or before March 1.

What happens if I miss the deadline for filing my corporation’s Delaware annual report and paying the franchise tax?

 A penalty fee of $200 will be added if the annual report is not filed by the due date. In addition, 1.5% interest is assessed and added to the total amount due. The 1.5% interest is calculated based only on the total franchise tax due and does not include the annual report fee and penalty. Interest is continually accrued on the 6th of each month until the franchise tax is paid or the entity goes into an inactive status.

What if I have not filed Delaware annual reports for two consecutive years?

The State will declare the company void.  The company will not be in good standing and will need to pay all applicable fees.  A reinstatement will need to be filed in order to bring it back into good standing.  If Incserv is the registered agent, a resignation will most likely be filed prior to March 1, which will place the company into a forfeited status.  Again, all applicable fees and the pertinent filing will need to be completed in order to reinstate to good standing.

What do I do if I made a mistake on my Delaware annual report filing?

An amendment may be filed, but it must be filed before a subsequent report is filed. For example if you made a mistake on the 2016 report, the 2016 report must be amended before the 2017 report is filed. Otherwise the 2016 record will stand as is.

If you have any questions about or need assistance with filing a Delaware annual report or paying Delaware franchise tax, feel free to reach out to us. We’re here to help!

Rose Redman, Quality Assurance and Employee Development Manager

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Legalization Blog Series – Part 3

DC,, legalization Flag map of Washington DC 239x300Part 3 of our Legalization Blog Series discusses embassies and consulates, the differences between the two, its functions and how to navigate through its processes to have your documents legalized for use outside of the United States.

Embassy vs. Consulate

Embassies are typically located within the capital city of a country.   Foreign Embassies within the United States are located in Washington, DC.  For most U.S. documents to be used in other countries, as long as the documents have been authenticated by the U.S. Department of State, the Embassy in Washington DC will legalize it for use in the destination country.   There are some exceptions:  Egypt, Iraq, Qatar and Saudi Arabia are examples of countries that will require use of a consulate office within the jurisdiction of the document’s origin for legalization, after receiving the U.S. Department of State’s authentication.

Consulate offices are smaller versions of Embassies and are designed to assist with local matters involving its citizens and business abroad.  Consulates are generally located in major cities like Chicago, New York, San Francisco, Houston and Miami.  These offices have officials that are able to review documents which have originated within their local jurisdictions, providing the necessary stamps, seals, and signatures for legalization.  If a country has a local consulate office, in some cases, the document can go direct from the Secretary of State to the Consulate office, avoiding federal authentication.  https://www.embassypages.com/ is a great resource for determining which countries have local consulates and where.

Getting Your Documents Processed!

It is important to remember, each Embassy will have its own chain of requirements for legalization processing.   Some will require full copies of documents, special forms and applications to accompany the documents, various acceptable payment methods, etc.  The People’s Republic of China’s (China) Authentication Form is one most people are familiar with in doing business with China.   Also known as the “G1” form, the form must be completed in all caps, bold print, and must be signed by the applicant, as well as the agent that will be presenting the document to the Embassy for legalization on the applicant’s behalf.  Additionally, the Embassy will require a copy of the applicant’s and agent’s passport and/or driver’s license.  This form has been changed a few times over the years.  For the most recent form, visit the Embassy’s website at: http://www.china-embassy.org/eng/visas/fd/.

Keeping up with these steps may seem a little overwhelming, but we are certainly here to assist where you need us!  With our daily experiences in working with the embassies, an Incserv representative can make sure your documents in need of legalization are processed accurately and quickly!  In the final part of the series, we’ll provide tips on avoiding rejection and getting your documents processed to ensure your deadlines are met!

Thanks for reading!

Deirdre Davis-Washington, Assistant Vice President

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Delaware Annual Report & Franchise Tax–The Buzz! Part 3

Delaware Annual Report & franchise tax delaware 173x300Frequently Asked Questions – Delaware Annual Report

In today’s Delaware Annual Report & Franchise Tax – The Buzz!, we would like to offer you answers to frequently asked questions you may have while filing your Delaware Annual Report.  If you happen to have missed part one and two of our blog series, click here to view.

Q.  Where do I find my Gross Assets?

A.  The Delaware Annual Report requires your company’s entire Gross Assets as reported to the IRS on your Federal 1120, Schedule L form. If you haven’t filed your Federal Taxes yet, please refer to your Balance Sheet for your most recent information on your gross assets.  If you have an accountant or tax service handle this for you, please ask them for the most up to date information.  If you used Snapshot™ last year to file your report and nothing has changed, this information will still be available for your reference.

Q. What if my Gross Assets change after I file my Delaware annual report; shouldn’t I wait to file when it is finalized?

A.  You can file an amended Annual Report with the State of Delaware if you need to make a change, rather than filing your report late to wait for the finalized amounts. Filing late incurs both a penalty of $200 as well as interest of 1.5% per month on the unpaid tax amount.

Q. Where do I find my Issued Shares?

A.  The State of Delaware has record of your Authorized Shares and Par Value, however, Issued Shares are not public information. The shares your company has issued should be recorded on a company held stock ledger found in your corporate minute book.  If you have a CPA or Attorney handle these matters for you, please ask them for the current amounts.  If you’ve used Snapshot™ last year to file your report and nothing has changed, this information will still be available for your reference.

Q. My company didn’t do any business during part of 2017; can I enter those Inactive dates in the space provided?

A.  The Inactive dates on the report refer only to a portion of the year in which a company was potentially Inactive within the records of the Secretary of State. If you had to file a renewal or reinstatement during the calendar year of 2017 then this may apply to your company (please call or email us to provide you with the dates.)  Otherwise this does not likely apply to your company.  If your company is no longer doing business, but you have not filed a dissolution with Delaware, your company will continue to be required to file a Delaware Annual Report until this is filed; please call or email us if you feel you need to dissolve.

Q. My company never began doing business; do I still owe this report and fee?

A.  As long as the company is Active with the State of Delaware, it will owe a Delaware Annual Report and franchise tax each year. The report fees are based on the Authorized Shares as outlined in the charter documents filed with Delaware.  If the company is minimum stock then the minimum tax will be due ($225 which includes the report filing fee.)   If you feel you should dissolve the company because it will not do business in the future, please contact us to ask about dissolving.

Q. My Principal Place of Business is outside the U.S.; how do I enter this?

A.  There is a check box on the Annual Report for a “Non-US Address”. By checking this box and choosing the country, the report will format correctly to accept the address and allow the report to submit properly.

Q. Why am I receiving an error when attempting to submit my report through Snapshot™?

A.  Be sure and enable your pop-up blocker for our site when filing. If you still experience trouble, please let us know.

Lucy Rose, Project Manager, Product Research and Development

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Legalization Blog Series – Part 2

Part two of our legalization blog series provides detail on apostilles, authentications and legalizations including what each step entails.  The process by which the documents are legalized is unique to the country in which the documents will be used.  Knowing the destination country can determine if the process will be same day or if it will take weeks to receive the completed document.

What is an Apostille?

An apostille certificate is a document consisting of 10 elements issued for documents to be used in countries that are party to the Hague convention that abolishes the need for full legalization by the embassy.  A list of these countries may be found at www.hcch.net.  For state certified documents or notarized documents, the apostille certificate is issued by the Secretary of State.  For federally certified documents, the apostille is retrieved from the U.S. Department of State, as only the federal government can attest to the authenticity of a federal document or a federal official’s signature.  When the Apostille has been issued, the document is ready for use and does not require additional steps (with the exception of California, Oregon, and Montana certifications).

Authentication and Legalization

For non-Hague countries such as the People’s Republic of China, the United Arab Emirates (UAE), and Saudi Arabia, documents will have to go through a multi-step process consisting of authenticating the document before submitting the document to the embassy for legalization.   The process of authenticating is similar to the attestation of the person signing that is provided with apostille certification with the exception, the seal, certificate, and/or ribbon affixed to the document by state officials requires authentication of the state official’s signature by the U.S. Department of State.

The U.S. Department of State will affix its authentication page to the state authenticated document or if a federal document, to the document issued by the federal agency.  After this is done, the document can be sent to the embassy of the destination country which will then provide signatures, stamps, and/or seals deeming the document duly legalized.  For more information on embassy hours, contact information, etc., www.embassy.org, is a great resource with links to all foreign embassies in the District of Columbia – or just reach out to us!  Some embassies have additional steps or special requirements that must be met before submitting the document to the embassy. We will touch on these in part three of the series.

Until next time, should you require assistance or have questions, please feel free to reach out to an Incserv Representative.  Thanks for reading!

Deirdre Davis-Washington, Assistant Vice President

 

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Jurisdictional Closures for February 2018

Closed, closures closed sign 300x200Please 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 13th Mardi Gras Day AL (Baldwin & Mobile Counties only)

LA
Feb 19th 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.

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The Federal Government Is Open For Business! But What If It Hadn’t?

DC Flag, federal Government Flag map of Washington DC 239x300How the Government Shutdown Affects the Legal Services Industry.

Hours before the deadline Friday, January 19th, it appeared Congress would not reach an agreement to avoid a shutdown of the Federal government.  Clients had begun to inquire whether or not their requests for Federal services would be processed, such as legalizations, authentications, USPTO …. And even embassies!  Fortunately, Congress came to an agreement quickly after only one business day, but this situation could emerge again – so what would happen in the case of a Federal Government shutdown?

U.S. Department of State

Generally, most government agencies with which we work most frequently generate their own revenues, which allows these agencies to operate (some, temporarily), in the event of a shutdown.  For example, business can be conducted with the U.S. Department of State because, as with the shutdown of 2013, the authentications office would be able to process visa applications 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 Agencies

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.  The Surface Transportation Board, an independent agency, where railcar liens are recorded and searched, was one of the agencies affected and could not operate.

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 was 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, will now be business as usual during a Federal shutdown!

For more information on our federal agency services, you may click on the following link: https://incserv.com/federal-agency-embassy-services/federal-services/?v=7516fd43adaa . 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!

Deirdre Davis-Washington, Assistant Vice President

 

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Delaware Annual Report & Franchise Tax–The Buzz! Part 2

Annual Report & franchise tax, Delaware delaware 173x300Filing your Delaware Annual Report & Franchise Tax via Snapshot™; Benefits and Tips!

In today’s Delaware Annual Report & Franchise Tax – The Buzz!, we would like to tell you the benefits and tips of using Incserv’s Snapshot™ Annual Report Filing Section. We may be a little biased, but we think you’ll find it to be pretty great as well!

  • No matter if you manage just one or multiple Delaware entities, all entities within your account will appear on screen for one-click Annual Report filing access.  Just click “Franchise Tax & Annual Reports” to get started.
  • Snapshot™ saves your previous year’s filing information, saving you the time of reentry! If nothing has changed, simply review and file.
  • View and download previous year Annual Reports filed through snapshot™, including the second page wherein Issued Shares and Gross Assets are listed (this information cannot be retrieved from the State as it is not public record.)
  • Snapshot™ charges a minimal fee for all this convenience of just $20 per report filing.
  • TIP! Use Google Chrome to access Snapshot™ and disable your pop-up blocker for our site.

Don’t have a Snapshot™ login?   You can visit this link anytime and place a request for a login.  During business hours, feel free to email us at radiv@incserv.com or call us and we will provide you with a login and password.

In addition to Annual Report filing, Snapshot™ provides you with a view of all of your account entities in one place including access to previously received Service of Process.  You can also place an order, view pending orders and pay invoices quickly and easily.  Watch for new features as we continue to upgrade your entity management experience!

Lucy Rose, Project Manager, Product Research and Development

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Delaware Annual Report & Franchise Tax–The Buzz! Part 1

Annual Report & franchise tax, Delaware delaware 173x300Delaware 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 12/29/2017.  If you have not yet received your notice, please contact your registered agent.

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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Legalization Blog Series – Part 1

Today we begin a series of posts related to the process of legalizing documents for use in foreign jurisdictions.  The legalization process is designed to provide foreign governments, including civil and judicial officials, assurance the documents which have been issued abroad are authentic and ready for use.

Apostille, Authentication and Legalization

There are multiple layers to document authentication which may begin on the county and/or state government level and end with federal government approval and finally, embassy legalization.  This multiple step process is often referred to the “Apostille, Authentication, and Legalization” process.  A document requiring an Apostille only is based on the country in which the document will be used.  A list of countries requiring Apostille only, as per Convention 12 of the Hague Agreement, may be found at www.hcch.net.   Authentication and legalization is typically a two-step process (referred to as “full legalization”) requiring review by local, state and/or federal government to determine its authenticity before submission to an embassy or consulate office for placing of its stamps, seals, and signatures signifying its approval to proceed with foreign use.

Types of Documents Requiring Apostille/Legalization

Some documents requiring authentication/legalization for foreign use are personal business documents (e.g., Powers of Attorney, Secretary Certificates, etc.), documents issued by state government (e.g., certificates of good standing and certified copies), and documents issued by the federal government.  Most common are certified copies of patent and trademark documents issued by the U.S. Patent and Trademark Office.   For more information on intellectual property, you may click on the following link: https://incserv.com/federal-agency-embassy-services/intellectual-property/?v=7516fd43adaa

What is required for your specific documents will depend on its intended purposes for use, the country, and the types of documents.  In part two of the series, we will provide additional information on obtaining Apostilles and having your documents “fully legalized.” In the meantime, if you have any questions, please feel free to reach out to an Incserv Representative.  We will be happy to assist!