Why Incorporate
in Nevada State?
Create a Powerful Layer of Protection
Between Your Business and Your Personal Assets
(One That Incorporation In Your Home State Probably Can’t Offer)
Why were nearly 60,000
entities formed last year?
Unfortunately, most for the wrong reasons like
attempting to save state income tax and privacy.
The right reason: Piercing the Entity Veil
Listen to the "Circle of Liability™" and Discover the Real Benefit of Incorporating in Nevada!
Nevada state is the most difficult state in the
country in which to pierce the corporate veil. This means
it is the most difficult state to break through the corporation and
go after its officers or shareholders personally. To pierce the veil
of a Nevada state corporation requires proving each part of a three-prong test in order to win your case. Unless outright fraud is involved,
it is almost impossible to pierce the corporate veil in Nevada.
Remember, Asset Protection Takes Strategic Planning
No wonder why so many attorneys have you incorporate in Nevada first,
even if the corporation has to register as a foreign corporation in
your state. You will not find better protection anywhere! Thin Capital Rules (Both Corporations
and LLCs)You can capitalize a Nevada entity with
$100 or less. In many states it is a good idea to have at least $1,000
or more to capitalize an entity. Nevada also allows you to issue stock
or certificates for services.
Also in many states, corporate veils are
being pierced because of too little capitalization. This is not true
in Nevada! Low Profile (Both Corporations and
LLCs)The owners are not listed in any state
or public records! Whether you are an attorney or the IRS, you cannot determine who the owner is of a Nevada state corporation or LLC by calling
the Secretary of State. If you want to safeguard against lawsuits, privacy
is important!
Planning to Move in the Next Few Years?
Nevada is Your Best Pivot Point!
If you want to keep your profile low and your name off
the state records, just ask one of our consultants about our Corporate
Officer Service! No Reciprocity with the IRS
(Both Corporations and LLCs) Nevada is the only state in the country
that does not exchange information with the IRS! No financial or
ownership information is shared. Nevada has become the domestic haven
of choice, offering an unmatched and powerful pro-business environment. No State Corporate Taxes (Corporate
Benefit)*Nevada has NO state corporate
taxes.
It also has no franchise tax, estate tax, stock transfer
tax, capital gains tax, personal income tax, inventory tax, tax on corporate
shares, inheritance tax, estate tax, gift tax or minimum tax! Corporations
and LLCs require only an annual fee of $125. A federal tax
return must be filed annually, even if there is no activity. Most Nevada
companies have to register in the state(s) that they do business; therefore,
this benefit will not exist for such companies. This is a great motivator
for companies to relocate their operations in Nevada!
This advantage
is not available to 95% of companies looking to incorporate in Nevada
because they will have to register in their home state of operations.* LLCs in Nevada are not taxed at the entity
level (the state where the entity registers may be different).
They are like S corporations and Limited Partnerships (having two members
and being taxed as a partnership is usually ideal).Only One Person Required
(Corporate Benefit, LLCs Require Two)*One person can hold the offices of President,
Secretary, and Treasurer and be the sole Director. Many states require
at least three officers and/or directors.
Thus, there is no need to
involve other parties in a Nevada state corporation, unless the owner desires.
Keep in mind that officers of a corporation are not necessarily the
owners, nor do they have to be Nevada residents. *An LLC is best structured with at least
two people or entities to form it. Nevada does allow single member LLCs,
but that is not recommended.50 Years of Case Law (Corporate Benefit)Nevada has over 50 years of case law backing
up its corporations.
The court system in Nevada is very pro-business
oriented. The landmark case (Roland vs. Lepire) in 1983 showcased how
difficult it is to pierce the corporate veil in Nevada. I Don’t Live in Nevada. Can I
Still Form a Corporation or LLC There? Yes, and the key question will be, "Do
you have to register as a foreign entity doing business in your home
state?" Most of the time the answer will be yes. Don’t
be misled by what other companies may tell you. In Indiana, a foreign
corporation doing business in Indiana without authority, is subject
to a penalty of $10,000.
Setting up a sham operation will only cause
legal and tax challenges for you. Now, keep in mind a Nevada Corporation
or LLC is an entity of Nevada. As a corporate officer or member
of an LLC you can live anywhere in the world. The key is can you establish
your company operations in Nevada which means having your employees
located in Nevada.
For most who do not want to relocate their operations
here, Nevada still offers a powerful shield as you will read about soon. As you read on, you will learn specifically
what these terms mean and if your new entity has to register
in your home state.
Even if that is the case, there are many advantages
to forming an entity in Nevada first then registering as a foreign corporation
in your home state. This will also be covered in a later section. Now
let’s see how these powerful entities apply to your specific situation! When Can You Benefit From What Nevada Has to Offer? It is very simple.
When you run your company
through Nevada, with employees from Nevada doing the work in Nevada
you are assured that you can take advantage of everything Nevada has
to offer. What does that mean? Now you have an overview of what is considered
doing business in other states and how that process is handled. If
you are going to have to register to do business in your state or register
as a foreign corporation, what are your options? If you are in a
position where you know for sure you have to pay state taxes in your
home state, then you have two options:
- Incorporate or form an LLC in your home state, or
- Incorporate or form an LLC in Nevada, then register
to do business in your home state.
Are there advantages to forming a Nevada
entity first then registering to do business in your home state? Absolutely!
Would that be more expensive then forming an entity in your home state?
Yes, and usually it is a fee that is under $200.
How to Keep Your Business in the Top 5%!