22
Jul
2014

The Better Business Bureau (BBB) provides a service that is used by hundreds of thousands of people every day. For businesses, a BBB accreditation lends extra prestige to your work, signaling to customers that you’re trustworthy.

Harvard Business Services is proud to say it has been an accredited business with the BBB of Delaware since 1998. We strive to provide the best customer support to our clients and take great pride in our BBB status.

To help show our support, we recently teamed up with BBB of Delaware to do a short radio ad. Click the button below to hear it!

Click here to hear the ad!

Click here to hear the ad!

It’s worth noting that the BBB offers a new feature that allows clients to give businesses a review. If you have enjoyed working with us and want to give us kudos, please write a review on our BBB page!

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21
Jul
2014

hello my name isHave you thought about changing your business name , or have you recently changed the name of your LLC or corporation? If so, it’s your responsibility to make sure everyone knows it, including the IRS. The specific action can vary depending on entity type, but under most circumstances changing your business name with the IRS will NOT require a new EIN.  To make this determination, see IRS Publication 1635.

Though it’s rare, sometimes changes to names are made right after EINs are issued.  If you recently received your EIN and have not made any tax filings with the IRS, then send your business name change request to:  IRS-Stop 343G, Cinicinnati, OH 45999

If tax liability for the EIN has already been determined (i.e. you’ve already filed a tax return for the entity), there are two ways to notify the IRS of your entity’s new name.

1. When filing a current year tax return, you can check the name change box on the entity’s respective form:

Corporations – Form 1120, Page 1, Line E, Box 3
S-Corporation – Form 1120S, Page, 1, Line H, Box 2
LLC (partnership) – Form 1065, Page 1, Line G, Box3.
LLC (sole member) – cannot update name by filing return; must use option 2.

2. If you have already filed the return for the current year, you do not have to wait until next year to change your company’s name with the IRS.  Changing the name of a corporation or an LLC, typically requires an amendment to be filed with the state or country where the business entity was originally formed.  Deliver a filed copy of this amendment, along with a letter informing the IRS of the name change, to the address where you filed your return. Corporations must have the letter signed by a corporate officer, while LLCs must have the letter signed by a member.

Once you’ve informed the IRS of your new name, you’ll need to let everyone else know you’ve changed your name too.  It’s a good idea to make a list of all the other agencies and companies that you do business with on a regular basis; be sure to include all state and local tax authorities, vendors, suppliers, service companies, banks, etc.  This will help keep you organized during the transition and make sure your mail service is not interrupted. It’s your responsibility to make sure that everyone is on the same page in the new chapter of your company.

 

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15
Jul
2014

how to open a business bank account“I want to open a Delaware business bank account.” I can’t tell you how often we hear this request from international clients. Why? Many clients that form Delaware corporations also need U.S. bank accounts.

Wherever the company is based, if the objective is to provide I.T. services or to become an Amazon.com or an eBay vendor, for example, non-U.S. clients are going to want to be able to receive payments here in the U.S. Many of our non-U.S. clients will want to set up a payment gateway of some sort, like PayPal, while others may simply want to have a U.S. business checking account for their Delaware corporation.

Whatever the case may be, the opening of a U.S. bank account for non-U.S. clients is one of the most difficult steps in the entire incorporation process.

Unfortunately, no two U.S. banks are exactly the same, and their specific policies and procedures for opening a business bank account for a Delaware corporation can be drastically different. There are, however, certain requirements that will be uniform for most banks. These are some of the things that will be needed to open the bank account for a Delaware company:

-Proper photo identification, such as a driver’s license or passport

-Certificate of Incorporation, stamped by the Delaware secretary of state

-Articles of Incorporation (included on the Certificate of Incorporation)

-Federal Employer Identification Number (EIN)

-Banking resolution with corporate seal (often provided by the bank)

Due to strict regulations, Delaware registered agents are prohibited from opening up bank accounts for companies they form. We can, however, have the Certificate of Incorporation filed and approved within two to three business days or less. We can assist with obtaining the Federal Employer Identification Number (EIN) for the Delaware corporation. We also provide a digital corporate seal for each company for which we serve as the Delaware registered agent.

While Harvard Business Services can provide the proper documentation for opening the Delaware business bank account, unfortunately, a major hurdle for non-U.S. clients, is appearing at the bank in person. In our experience, typically every U.S. bank will want to work with their potential clients directly. Many international clients are able to drop everything and travel to the U.S. to open the business bank account, in which case, this is not an issue. In many cases, however, this may not be an option.

It’s a good idea for non-U.S. clients to call or email the bank they wish to do business with and get all the details on opening the bank account before they ever step foot in the branch. This is a good way to ensure everything will go smoothly when opening the business bank account for the Delaware corporation, and to avoid any headaches.

Call Harvard Business Services today at 800-345-2677 if you have any questions about forming your Delaware LLC or corporation. We’re here to help!

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11
Jul
2014

When referring to shares of stock in a Delaware company, Delaware par value is the bottom or lowest limit set to the value of a share of stock in a corporation. A share may not be bought, sold or traded for less than the par value. Simply stated, if the par value of a share is $1.00, then it cannot be issued to an investor for less than a dollar, paid for in funds or services. Par value sets only your bottom limit, but the board of directors may set the price of stock at any amount above par. Let’s say your par value is $.01 but the board of directors sells stock to an investor for $5.00 per share. This is perfectly legal. The board may ask any price and the investor pays what the market will bear. But keep in mind that you are selling some percentage of your corporation with each share you issue or sell.

If you’ve shopped around for an online incorporator, you might have noticed that they will often suggest a par value of zero. Why do they do this? Realizing that many people who are just starting their corporations are small start-ups companies, incorporators suggest low to no par value so that the owners or initial shareholders will not need to make substantial investments into the corporations in order to own their companies at the time of organization. In the case of “no par” shares, they may be issued to the shareholders without the exchange of funds, goods, or services. Having no par value will not restrict you in selling your shares to investors at the price determined by the board, and accepted by the investor,  just like shares that do have a par value. Ultimately a share is worth what an investor is willing to pay for it.

Even though no par stock sounds great, it is not for everyone. In many cases, corporations will want to assign a par value so that an investment (whether it be funds or services) is required in order to own a share in the company. This will help a corporation generate investment revenue for growth and/or help to recoup startup costs. Also, some states may have limitations to the number of shares that may be offered at no par, or charge additional filing fees and/or taxes based on the number of shares authorized at zero par. For instance, Delaware’s Division of Corporations will allow up to 1,500 shares of no par stock before you will begin to experience additional filing fees. In addition, franchise taxes for large amounts of no par stock (in excess of 5,000 authorized shares) can prove to be very expensive.

If you have concerns about the impact of the number of authorized shares or the impact of the par value on your filing fees or franchise tax in Delaware, please feel free to contact us via phone (800-345-2677) or email.

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08
Jul
2014

When operating a Delaware LLC in the state of New York, you must first file for a New York foreign qualification as a foreign entity. This process permits a company to transact business in a state other than where it was formed.  Failing to adhere to local compliance issues may put the protection of your company at risk. In this article, we will focus on foreign qualification for a Delaware LLC that will be operating in the state of New York.

“What will New York require in order to register my Delaware LLC as a foreign entity and how much will it cost?” That’s usually the first question we hear.

New York will require a completed Application for a Certificate of Authority, a certificate of good standing from Delaware, and the filing fee. New York will require you to have a registered agent for the purpose of receiving any legal documents or service of process from the state. Some clients will elect to be their own registered agent in New York while others will enlist the support of their Delaware registered agent. Often the Delaware agent will also provide the service in New York. Please note: The registered agent is not required to sign the filing.

New York will require a member or an authorized representative for the member to sign the application, and this person’s name and address will be required. Keep in mind that New York does have a publication requirement. Within 120 days after filing as a foreign entity, a foreign LLC must publish a copy of their Application for Authority for eight weeks in two separate newspapers, published within the county in which the LLC is located. The Affidavits of Publication, Certificate of Publication form, and filing fee must be filed with the New York Departments of State.

Once registered with the state of New York, you will have the responsibility to apply for local licenses such as resale permits, business licenses, etc.

After you acquire your Certificate of Authority to do business in New York, you will be required to remain in good standing in New York by filing a biennial report that is due on the last day of the month two years after registering your business in the state. The filing fee for this biennial statement, which needs to be filed by an officer, member, or manager, is only $9 and will be sent to the registered agent.

As your Delaware registered agent, we will be happy to make the process easy for you. We can prepare and file your foreign qualification in New York (or any state), obtain the required certificate of good standing, submit the publication documents, and send all your proofs of filing and publication back to you. We’ll also keep copies of them in your file for your future needs.

For more information or for assistance with the New York foreign qualification process, please contact me or one of my colleagues at Harvard Business Services, Inc. Simply call (800-345-2677), email, live chat, or Skype with us.

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