Also, while operating in California, many of these businesses choose to operate under a different name than what was filed with the Delaware Secretary of State.  California states that individuals or entities doing business for profit under a name different from the owner’s full legal name must file a “Fictitious Name Statement” with the county clerk’s office in the county where the business resides. This is called a “Doing Business As” name or “DBA”.  Before applying for a DBA in California, they require that you register your Delaware company as a foreign entity in the state of California.

By registering as a foreign entity, you will receive a Certificate of Authority.  This will be needed when you register a DBA.

Example of a DBA:  let’s say John Slice forms a Delaware company called “John Slice LLC” but he wants to operate in California under the name “Good Guy Delivery Service” instead of using his business’ legal name. In order to use Good Guy Delivery Service, John will need to register that name as a fictitious business name with the county clerk’s office in the county where he resides.

Beware! Filing a DBA does NOT protect you from personal liability the way incorporating does. When we file your LLC or Corporation with the Delaware Division of Corporations it creates a whole new entity, which is separate, in most legal respects, from its owners.

This posting will spell out these requirements, and will show that very limited information is made public as a result of filing the Certificate of Incorporation.

Anyone seeking to create a Delaware corporation is required only to file the Certificate of Incorporation.  No publication or public notice is required as in some other States. Also unlike other states, Delaware requires very little information to be made public in order to form a corporation.  The Certificate of Incorporation filed with the Delaware Secretary of State is required to contain only a few pieces of information, including:

-          The name of the Delaware Company

-          The address of the Delaware registered office and the name and address of the Delaware Registered Agent. (Harvard Business Services, Inc. we serve as registered agent for 30,000 companies)

-          The purpose of the company (typically this is drafted broadly to include any lawful activity and is not specific)

-          The number of shares of stock and par value

-          The name and mailing address of the incorporator

In Delaware, your corporation is filed anonymously; the officers/directors and shareholders are not usually listed on the Certificate of Incorporation.  Preparation, execution and filing of the Certificate of Incorporation must be handled by an Incorporator.  An Incorporator is an individual that forms a Corporation on behalf of the directors by filing the Certificate of Incorporation with the Secretary of State.  The Incorporator will then name the initial directors of the Corporation until their successors are elected and qualified internally within the company.  The powers of the Incorporator are then terminated, and the Incorporator shall no longer be considered a part of the corporation.

Harvard Business Services, Inc. is the incorporator for the companies we file on behalf of every client.  The Certificate of Incorporation is signed by Richard H. Bell, II, as President of Harvard. The powers of the Incorporator are limited to executing the filing of the document with the Division of Corporations. Once the document is filed the incorporator releases the company to the initial directors.

No information about the officers or Directors is required to be filed publicly in Delaware, allowing the corporation to be filed anonymously in the beginning. It is a nice feature of Delaware; this way should an officer or director change, the company is not constantly filing an amendment with the Division of Corporations to update that information.  Instead, the change is only recorded internally and allows the business owners to focus on the operation of the corporation.

We are here to assist should you have any questions or concerns about the company formation process!  To file a new company now go to www.delawareinc.com/order

At this time last year I told the whole team here at HBS, that I could not argue with the economic facts that point to a massive global economic train-wreck in our future, but I was not convinced that it will happen in 2011, and would not, therefore, use the doom-and-gloom scenario as an excuse to freeze salaries or benefits, as we were forced to do in 2009 when sales fell 25% when the economy “contracted”.

In fact, we had had a good year in 2010 and I wanted to reward each of them, whom I consider my best friends, for their performance, expertise, dedication and customer friendliness, which largely accounted for our success.

So I gave everybody a raise, and told them, if times get tough, we will all be on the same train and we will all ride it uphill and downhill together. And that’s the way it will be.

That’s how I planned to be successful in 2011. It worked. That set the tone for 2011. Instead of concentrating on the negative, like the NEWS did, we all pitched in to make the company and our service more perfect, so we could better serve our current clients and win a greater share of the potential customers out there. We also concentrated on outperforming our competitors in terms of the client experience by improving on hundreds of details on all levels of the business. We weren’t trying to re-invent ourselves, just improve upon what we already do well, to set the bar higher for excellence in our tiny industry of Company Formation Services.

Every year, for 30 years, I’ve done this. I plan for greater success every year by consistently improving every aspect of the company, and getting everyone involved in the details.

We invested in making our information and services available across the whole spectrum of the web including social media, mobile devices and notebooks. We set up an active Facebook page, and a Twitter account, and produced 13 videos to walk clients through every question and quandary when it comes to forming a Delaware LLC or Corporation. We will soon be QR coding your invoices so you can access your account, and pay your Franchise Tax and Registered Agent fee in less than a minute! Poof! If compliance can be made simple, we will make it so simple for you.

If you have a smart phone, try our mobile site. Just go to the same url: www.delawareinc.com and it will recognize your phone and give you the “Wham Bam Thank You Mama” version of our info.

But I have to admit, in 2011, we were very lucky. Despite the economic reality we all faced, more people wanted to form new companies and when we asked them why they wanted to start out fresh at a time like this many of them totally dismissed the notion that times are tough and said, ”because this is THE TIME” for them. And they are right.

I started Harvard Business Services in 1981 when the economy was equally depressed. But the USA is not a depressed nation and we always prevail over economic challenges. Americans love a challenge. Americans love to work and to be the best at what they do. Americans are also innovative, and free to innovate, which is our big advantage.

2012, the election year: What policies will govern the country in 2013 and beyond? The voters will decide that. This year, it is more important than ever, that you VOTE. In the USA, VOTERS determine the future, not the politicians.

What Our Clients Want: When I talk to our clients, nobody cares what the dollar will be worth, or what gold will be worth or what the interest rate will be on treasury bills. Really, they don’t care. Do you?

What people we talk to care about is activity in the marketplace. When are the buyers going to make a comeback and start calling again? Let’s get the phones ringing, let’s get the sales folks showing people properties, let’s get the customers making offers, and deals, and buying things. Let’s get the banks making swift and easy loans again. Let’s get this economy rockin’! That’s what we’re they’re saying.

So, my advice for 2012, which is free advice and worth every penny of what you pay for it, but no more, is to invest in yourself. Invest in your company no matter how small or how large it is. Pour your money back into your own company’s infrastructure and environment and security. Invest in your people. Raise their level of education and their standard of living and challenge them to do more.  And they will. Build an emergency operation center to avoid shutting down if one strikes. Plan for the train wreck, even if it doesn’t happen.

Plan ahead and Go Ahead: By all means, if you’re just starting out, you should know that you’ve picked the very best time in recent history, in my opinion, to start your own company. Survival will determine the fittest but in these uncertain times, start-up companies with dedicated sensible owners often have the advantage over established companies with good balance sheets.

Opportunity is alive and well here in the USA. GO FOR IT! Make 2012 your year to form a company.

Steve Jobs was born on February 24, 1955 to Joanne Simpson and Abdulfattah “John” Jandali, two University of Wisconsin graduate students who gave their unnamed son up for adoption. Steve was adopted by Clara and Paul Jobs and grew up in Mountain View, a town within California’s Silicon Valley. Steve first became interested and involved in electronics when he and his father Paul would work on cars in their garage.

Steve was not your average student. He was actually so smart that at one point in school he tested so well that administrators wanted to skip him ahead two years to high school, which his parents declined, although they let him skip one grade. During high school Steve spent most of his free time at Hewlett-Packard (aka HP) where he met and worked with Steve Wozniak. After high school Jobs enrolled in Reed College in Portland, Oregon. Lacking a sense of direction Jobs dropped out of College after six months and spent the next eighteen months auditing a variety of creative classes.

In 1976, at the age of 21 Jobs and Wozniak started Apple Computer out of Jobs family garage, and funded their entrepreneurial venture after Jobs sold his VW bus and Wozniak sold his beloved scientific calculator. Jobs and Wozniak are credited with revolutionizing the computer industry by democratizing the technology and making the machines smaller, cheaper, intuitive, and accessible to everyday consumers. The two conceived a series of user-friendly personal computers that they initially marketed for $666.66 each. Their first model, the Apple I, earned them $774,000. Three years after the release of their second model, the Apple II, sales increased 700 percent to $139 million dollars. In 1980, Apple Computer became a publically traded company with a market value of $1.2 billion on the very first day of trading.

In 1984, Apple started to suffer significantly with design flaws and IBM suddenly surpassed Apple sales. Also in that year Apple released the Macintosh, despite positive sales, the Macintosh was not IBM compatible. About this time, John Scully, Apple’s President thought Steve was hurting Apple and began to plot against him.

In 1985 Jobs resigned as Apple’s Chairman to begin a new hardware and software company called NeXT, Inc. The following year Jobs purchased an animation company from George Lucas, which later became Pixar Animation Studios in which Steve invested $50 million of his own money. Pixar produced such films as Toy Story, Finding Nemo and The Incredibles. Pixar films has netted more than $4 Billion. The studio merged with Walt Disney in 2006, making Steve Jobs Disney’s largest shareholder.

NeXT, Inc floundered and was eventually bought by Apple in 1997 for $429 million the same year Jobs returned to his post as Apple’s CEO. Immediately, Jobs revitalized Apple.

From here, we all know Apple went to new levels with a new management team and new products from the iPod to the iPhone and ultimately the iPad. Job got stock options but he worked for a self imposed annual salary of $1.00. Jobs put Apple back on track and we are all aware of the recent innovations that cannot and will not be matched by any other software company in the world.

Unfortunately, Jobs life took a tragic turn in 2003 when he was diagnosed with Pancreatic Cancer. Jobs would fight through it and altered everything in his life to make it through it but it eventually took his life on October 5, 2011, he was 55.

From all the entrepreneurs in the world I say thank you to Steve Jobs. A man so inspirational to all of us and one who will always be remembered for his resiliency and passion to succeed and make technology better and better.

R.I.P. Steve

To read the full biography of Steve Jobs click HERE.

Quantum Computer Services -> AOL

BackRub -> Google

Diet Delux  -> Healthy Choice

Jerry’s Guide to the Worldwide Web -> Yahoo

Brad’s Drink -> Pepsi-Cola

Tokyo Telecommunications Engineering Corporation -> Sony

Auction Web -> EBay

Blue Ribbon Sports -> Nike

Stag Party -> Playboy

FreeDiskSpace.com -> MySpace.com

National Biscuit Company -> Nabisco

Minnesota Mining and Manufacturing Co -> 3M

Peter’s Super Submarines -> SUBWAY

Sound of Music -> Best Buy

U-Tote’m -> 7-Eleven

Precision Optical Instruments Laboratory -> Canon

Marafuku Company -> Nintendo

Matsushita Electric Corporation of America -> Panasonic

Lucky Goldstar -> LG

Datsun -> Nissan

Computing Tabulating Recording Corporation -> IBM

In some cases, the original name may have been too specific such as Bob’s Deck & Patio LLC, when Bob began doing more general contracting and home building. In other cases a company may be redesigning its total image and the centerpiece is the new name.

A very foreign sounding name, one with funny spelling or great word length may seem good early on, but if people mispronounce it or they can’t remember it, your message could be getting lost in the translation.

Often, clients feel that a new company must be filed or that changing the name will be extremely costly and time consuming. In fact, your company name can be officially changed quickly and easily.  One of the most common filings we see clients make is the “name change amendment” or just “name amendment.”

After doing market research to find a name that is appropriate for you and the image you want your business to reflect, instead of filing a new company, simply call us. We will prepare and file a Certificate of Amendment to the Certificate of Formation (for LLCs) or Certificate of Incorporation (for Corporations) with the Secretary of State’s office. This filing officially changes the name with Delaware Division of Corporations.

Filing a name amendment versus filing a new company will allow you to keep the history that goes along with your original filing. Assets don’t change hands, liabilities remain the same, all contracts remain in force, all accounting and tax records remain the same. The name will change but everything else will remain the same. This can save the hassle of opening new bank accounts, obtaining a new EIN, and creating entirely new internal documents. The formation date of the company remains the date of original formation. This is an important consideration for many entrepreneurs.

So, once you decide that filing a name amendment is the best decision for your company, what do you do to make it happen? The first step in the name amendment process is choosing the name. This can be a tough decision. For assistance in picking out the right name, check out this HBS blog post by Paul Sponaugle Three Easy Steps for Naming Your Company in Delaware

To make sure your company name is available in Delaware, take advantage of Harvard Business Services, Free Name Check. After the name is chosen, we will provide a Certificate of Amendment that will have to be signed by an authorized officer of the company. Once we receive back the signed copy, we will it with the Secretary of State, and the name will officially change as of the date and time the document is filed.  The State of Delaware typically takes two to three business days to return the approved documents. Quick and Easy!

Once the amendment is filed, clients need to make sure that everyone is aware of the new name for the company. The easy way to go about informing everyone is to make a list. Write down government agencies that the company works with, clients, vendors, and banks and inform them of the new name. Notify the Post Office, UPS, Federal Express Corporation and DHL as well as any other companies that your company deals with. Some of the bureaucracies involved may have a form to fill out and return with a copy of the approved Certificate of Amendment. The IRS allows this change to be made rather easily. Simply send a letter to the address IRS office where the return was filed for the previous year. The letter needs to state the new name of the company, the old name, EIN (Employers ID Number) the signature of a corporate officer.  Other changes may include marketing materials-ads, logos, company stationary, etc.

Finally, go forward and prosper with the new company name that properly reflects the business you have worked so hard to build!

Should you require assistance in the filing of a name amendment, or any type of amendment, feel free to give me a call at 800-345-2677 ext 6131 or send an email to brett@delawareinc.com.