Delaware C Corporation Registration Package

Unless otherwise stated, the quotation of U.S. Delaware Corporation refers to the C Corporation that registered is in accordance with Section 102 of the General Corporation Law of the State of Delaware.

Summary

The registration package for the registration of a C Corporation in Delaware is USD 1,300. This package includes our service fee, Delaware registered address service for a year, a registered agent service fee for a year, a set of Standard Bylaws, and the registration fee for the Division of Corporations of the state of Delaware. In short, the package included the necessary expenses for the registration of a C Corporation in Delaware.

For the registration of a C Corporation in Delaware, the client needs to provide the following information. There are the proposed name of the company, the number of shares that issued authorized by the founder, the par value of shares, the identification documents such as passport, the residential address proof within 3 months such as utility bill, bank statement, etc. of the Shareholder, Manager, Director (and Secretary, if any) of the C Corporation.

The registration of a C Corporation in Delaware takes around 5 to 7 working days, for the company name that does not contain any restricted words or require special license. The client could apply for the expedited service. Specific fees could contact our consultant.

Our fees stated in this quotation does not cover the application for special licence or permit. If the C Corporation that conduct business in Delaware requires extra licence or permit, such as environment protection, architectural construction, or agriculture product processing and quarantine, they shall apply the special permit from the related federal or state government. Kaizen can help to apply for such licence or permit and the fees will quote upon request.

1. Delaware C Corporation Registration Services and Fees

Our fees for the registration of a C Corporation in Delaware is USD 1,300, including the following services:

(1) C Corporation Incorporation – Pre- & Post-Incorporation
(a) Name availability preliminary check;
(b) Preparation for the Standard Bylaws in Delaware;
(c) Kaizen professional service fee;
(d) Registration fee paid to the Division of Corporations of Delaware;
(e) Preparation for a corporate kit, including common seal, stock certificate, register of member, meeting minutes etc.;
(f) The first board of director meeting minutes;
(g) Preparation of the board resolution for bank account opening, if any.

(2) Registered Address and Registered Agent for the first year

Kaizen will offer a registered address in Delaware and arrange a registered agent service for a year in compliance with the address requirement of Secretary of State of Delaware.

Client can also use the address provided as the mailing address if necessary. Kaizen will assist to receive and forward letters for client once a month. Kaizen will charge a handling fee for forwarding mails, kindly contact our consultant for more information.

Notes:

(1) The fees quoted above include our professional service fees and government official registration fee, but exclusive of courier charge, if any.
(2) Under normal circumstances, the company registration takes around 5 to 7 business days. Client could request for the expedited services, the company could registered within 24 hours and the fees will be USD 350.
(3) The fees quoted above excluding from taxes. For any tax invoice required, we will charge the Value-Added Tax or Business Tax at the prevailing rate in the respective jurisdiction.
2. Other Relevant Services

(1) Application for the Employer Identification Number (EIN)

To identify and levy taxes on the corporations, the US/State government had required each entity to apply for an Employer Identification Number (EIN). EIN could apply from the Internal Revenue Service (IRS) and it takes about 3 weeks to process without expedited service. Our fees for the application of the EIN is USD 300. We will notify client through Email once we receive the EIN from the tax authority.

(2) Certificate of incumbency and certified copy of registration document

The Certificate of Incumbency or the certified copy of registration documents shall provide to the bank in US while client applying to open a corporate bank account. Kaizen could issue the Certificate of Incumbency or a CPA Certification for USD 300.

(3) Issuance of a “Single Authentication Certificate”

Kaizen could assist to apply for the Single Authentication Certificate for documents from the Secretary of State, so that documents could use outside of US. It takes about 5 to 7 business days to process. Kaizen service fee for the application is USD 300.

3. Payment Time and Payment Method

Upon receipt your order, Kaizen will issue an invoice for your settlement. Kaizen will require full payment in advance. Kaizen currently only accept cash, bank transfer, wire transfer, check and PayPal. If the payment is making by PayPal, Kaizen will charge for 5% handling fee.

4. Basic Structure of a Delaware C Corporation

The minimum requirements for the registration of Delaware C Corporation are as follow:

(1) At least one shareholder, one Director, one Manager.
(2) The manager who can sign legal documents on behalf of the corporation and can record minutes of meetings;
(3) Shareholder can be a legal person or natural person, without nationality limitation;
(4) The Director can be a Shareholder, Manager (and Secretary, if any) but the shareholder must be a natural person.
(5) the number of shares that issued authorized by the founder and the par value of shares;
(6) The company registered address must be in Delaware.
5. Registration Procedures of Delaware C Corporation

The procedures stated below applies to the situation where Kaizen is being engaged to handle the registration of the Delaware C Corporation:

(1) Client entrust Kaizen to handle the registration of Delaware C Corporation registration; client shall fill out the order form, “due diligence document”, and other registration documents listed in Section 7 and E-mail the documents to Kaizen. Clients shall pay Kaizen for the service fee at the same time;
(2) Kaizen will check the name availability for the Delaware C Corporation;
(3) Kaizen will prepare the incorporation documents, including the Certificate of Incorporation of C Corporation and the Standard Bylaws;
(4) Kaizen will send the documents mentioned in Section 3 to clients for confirmation;
(5) Kaizen will submit the documents required to the States of the Delaware and pay for the government registration fee. The States of the Delaware will review the document. The Office of the States of the Delaware will mail the sealed Articles of Organization with filing date and filing number within 3 business days;
(6) After the registration of LLC, Kaizen will prepare for the corporate kit;
(7) Kaizen will apply for the EIN, if applicable;
(8) Kaizen will issue the Certificate of Incumbency and certified copy of registration document, if applicable;
(9) Kaizen will arrange to send the Company Kit to client once the registration procedure is complete.

6. Estimated Time Frame

The registration process for the Delaware C Corporation takes around 10 business days after received the documents from client. The actual registration procedure will take around 5 to 7 business days. Client could apply for expedited services, the registration process will complete within 24 hours and the fees is USD 350.

The application of the EIN takes around 3-week time, excluding the courier delivery time and the notarization time for the document.
7. Required Documents and Materials

The client should provide the following documents to Kaizen:

(1) Delaware C Corporation intended name. Please provide 2 to 3 English name;
(2) Passport copy and residential address proof (such as utility bill, telephone bill or bank statement) of each Shareholder, Manager, Director (and Secretary, if any) of the C Corporation. If the shareholder is a legal person, please provide the corporation registration document and registered address;
(3) The number of shares that issued authorized by the founder, the par value of shares;
(4) Basic background information of the new company, such as the principal business activities, the products to be traded or services to be provided, the location of suppliers and customers, the expected turnover of the first year etc.;
(5) Date of commencement of business;
(6) Employee number, if any;
(7) Filled “due diligence questionnaire” provided by Kaizen.

The aforementioned identification document and the residential address proof by the members and officer shall certify or notarize by Kaizen staff, lawyer, CPA, or the bank manager.

8. Registration Documents Returned to Client after Registration

After the company is officially registered, Kaizen will return the following documents and materials for retention:

(1) Certificate of Incorporation;
(2) A set of Standard Bylaws in Delaware;
(3) Common seal with the C Corporation name;
(4) A Statutory book (Register of shareholders, Register of directors, List of equity transfer, etc.);
(5) First Board of director Resolution;
(6) 10 pieces of blank Stock Certificates;
(7) EIN letter, if any;
(8) Certificate of Incumbency and certified copy of registration document, if any.

Client could choose to get the incorporation documents at any office of Kaizen.
9. Annual Maintenance Fee

The Delaware C Corporation must file the annual franchise tax and the Annual Return to the Delaware Secretary of State before March 1 each year. The official government filing fee is USD 50. The franchise tax are calculate based on the Authorized Shares Method or the Assumed Par Value Capital Method, the franchise tax is the net profit generated by company between January 1 and December 31. The minimum franchise tax shall be paid is USD 175 (for the total shares less than 5,000 shares) and the maximum tax is USD 180,000. For the company that fail to pay the required franchise taxes will result in a penalty of $200.00 plus 1.5% interest per month on tax and penalty. Generally, for the small or medium business scale company, the company is not actual operate, the franchise tax is USD 175 and the official government fee is USD 50, the total Delaware Franchise Tax for each year will be USD 225.

Kaizen can provide the annual renewal service and the fee is USD 900. The aforementioned annual renewal fee included the filing of the annual franchise tax and the Annual Return, which is cost for USD 225, registered address and registered agent services. Please note that this service fee does not include the accounting or the filing of income tax return service. Kaizen will remind client for annual renewal two months before the expiration date.

10. Other Compliance Service

The C Corporation that established in Delaware required complying with the Delaware General Corporation Law and tax law. For example, the C Corporation shall keep well all the voucher and accounts, filing income tax return, and file biennial report etc. Kaizen U.S. office can offer you a complete compliance services and support, such as bookkeeping, financial statement audit, filing tax return, calculation of payroll, filing sales return, etc. For details, please contact our consultant.