C Corporation
Tucson, AZ
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Posted 23 days ago in Corporate / Incorporation
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Can my wife and I be the only shareholders in a Nevada C Corporation?
Can that C-Corporation be the Managing Member in an Arizona LLC where my wife and I are the only other two members? Answers (1)Robert John Murillo
This attorney is licensed in Colorado and 1 other state.
Posted 23 days ago.
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You really should contact a local business attorney to advise you as your entity plans may just be a waste of time and money. Regarding the state of formation, in most cases, you are best off selecting the entity in your state of residence and where you do business. The claims about Delaware or Nevada entities as being superior for most business ventures are generally without merit. Delaware has some advantages because of the Chancery court, extensive case law and the generally favorable statutory schemes. The benefit of Delaware really only applies if you are a public company or you have numerous investors and shareholders from multiple states. Not only do you get no substantive benefits for having an entity in another state, you must then pay to qualify that entity in the state where you are doing business. Moreover, you have all the annual fees and registered agent for the foreign entity.
As to having a C corporation, this may make little sense on taxation basis unless you can zero-out income or you need a C corporation for financing or other limited circumstances. There is no limitation on who can be shareholders for a C corporation. The idea that having multiple entities will somehow provide greater liability protection is generally false. All this does is assure more complication, paperwork, and cost with little benefit. This is further amplified when one of those entities is foreign. In short, your business is best served by getting accurate legal advice for your business. The time and money saved will easily surpass what you pay. DISCLAIMER—This answer is for informational purposes only and discusses general legal principles, trends, and considerations and is not intended as specific legal advice regarding your question. This answer does not establish an attorney client relationship. For legal advice, you should retain legal counsel in your state for advice regarding your specific circumstances. |