CONTENT: (scroll down to subject)
Capitalizing a Nevada Corporation
Nominee service for Corporations and LLC's
Nevada Telephone voice mail service
Nevada Corporation Handbook
LINKS:
Click here for some cool Corporate definitions
Click here for Nevada Limited Partnership Statute Chapter 87A
(For partnership documents required to be kept at your Registered Agent's office, see 87A.195 in the statute above)
Click here for Nevada mail/fax forwarding service form 1583 with instructions.
Click here to apply for EIN on line.
Click here for EIN instructions or to apply by phone or fax.
(If obtaining an EIN number for a Limited Liability Company, see page 3 in the publication above.)
Stock capitalization for Nevada Corporations
First things first. It is highly advisable that you consult with an attorney versed in corporate activities, operations, and stock issuance prior to forming or operating a corporation. If you plan to go public, issue stock for large amounts of cash, and/or to persons other than family, friends, or close associates; OR if you plan to advertise stock for sale, you may be required to file documentation with State and/or Federal agencies.
Note: Unless otherwise requested, CHQ sets up new corporations authorizing issuance of 75,000 shares of no par value stock. Not setting a value for the stock is intended to provide the corporation with the greatest amount of flexibility.
Nevada requires that you specify in your Articles of Incorporation the number of shares of stock (initial capitalization) you wish to be authorized to issue, the (par) value of each share if any, or that such shares shall have no par value. The minimum Nevada state filing fee which is based on a dollar amount, rather than the number of shares alone, allows for up to $75,000.00 worth of authorized stock in any combination as follows:
75,000 shares at no par value is considered equal to a dollar amount of $75,000.00
(25,000 shares at no par is equal to $25,000.00 and so on...)
75,000 shares at par value of $1.00 is equal to $75,000.00
750,000 shares at par value of $.10 (ten cents) is also equal to $75,000.00
7,500,000 shares at par value of $.01 (one cent) is also equal to $75,000.00; and finally,
75,000,000 shares at par value of .001 (one tenth of one cent) is also equal to $75,000
In other words, any valuation that does not exceed the dollar amount of $75,000.00 will qualify for the minimum state fee which is included in CHQ's ($400.00) setup fee.
You may not capitalize at anything less than .01¢ (one tenth of one cent), and any dollar amount exceeding $75,000.00 will be subject to additional incorporation setup fees, as well as annual renewal fees. Please call us for capitalization fees exceeding $75,000.
One example: For $1 million in authorized shares, your one time corporate formation fee payable to CHQ would be $700.00. Then within a few weeks you would pay Nevada $125.00 for your first filing of a list of officers. In subsequent years, you would pay CHQ's standard annual registered agency fee plus an annual state renewal fee of $375.00.
Nominee Service
For Corporations:
A nominee officer is appointed by CHQ Incorporated and will endorse both the original Articles of Incorporation and the Initial list of Officers. Immediately after filing with the state, the nominee resigns the position(s) back to your designee. The resignation will be retained in your minutes book enabling you to elect new officers and directors and continue corporate operations until the next annual renewal. (You can elect new officers as often as you like, but it is only required that you tell the state once a year—in other words, your elected officers and/or directors do not have to be [currently] publicly listed to control and operate your corporation.)
For LLC's:
The same procedures above apply to LLC's, except that the nominee in that case is CHQ Incorporated rather than a person, and it acts as Manager only. Nominee cannot act as a member.
Bank accounts for nominee serviced entities:
If CHQ is your resident agent and opens a bank account for your Corporation or LLC with Wells Fargo in Nevada, all signor(s) on the account must also be signors on the "List of Officers" or the "List Managers or Managing Members", and that list must be filed with the Secretary of State. In other words, if you elect to have nominee service, a "list" must first be filed with your principal's names—not that of the nominee!
Once the account is open, you may immediately submit an amendment (additional fee will apply), with the state renaming the nominee to the respective positions. This will remove your principal's names and replace them (on the internet) with the nominee within a matter of a few days. Be aware however, that the name(s) on the original "list" although not currently visible on the internet, will be a matter of public record indefinitely for those who wish to request and pay for that information from the state's archives.
If you are opening your own account in a different state, and if requested by your bank, the nominee will endorse the banks resolution authorizing you to opening of an account for your entity. The nominee officer will not sign on the signature card for the bank and will not sign any other corporate document included but not limited to, any state, federal or local tax return.
Nevada Telephone/Voicemail Service
Have a listed Nevada (702 area code) telephone number for only $17.00 a month. (Payable annually) Callers think it's an answering machine in your Nevada office. Your own private (702) phone number—not an extension or box number. Use it for business or personal use. Have your phone in service within 2-3 days! Callers hear your own personalized message. Is listed in business white pages & with operator (Company name only—no address can be listed). Messages can be saved or discarded. Retrieve messages 24 hours a day—accessible only with your secret code. Set up or change your message or code anytime by touch tone phone.
This professional voice mailbox service is pre-programmed with easy to follow instructions for setting up an outgoing message and establishing your personal access code. When you begin your service we provide you with an initial code allowing you to access your new phone service. You then record your greeting message up to 1 minute in length and review it, or change it as many times as you like. (You would also establish your own [new] personal access code at the same time.) Published listing is with the information operator and in the Las Vegas' business white pages reflecting your company name and phone number—you may not include a business address. Please allow several weeks for published listing to take full effect. Phone service is normally established within 48 hours after we place your order. (Annually, you will be billed several weeks prior to expiration of your service period.) If your payment is not received by the last day of your service period, service will terminate automatically—the same phone number cannot be reinstated—you will lose it.
Nevada Corporation Handbook
The Nevada Corporation Handbook, Ninth edition by Derek G. Rowley • Retail $39.95 The most complete and up-to-date reference guide to Nevada corporations available anywhere. An excellent resource for anyone who has formed or is considering formation of a Nevada Corporation, LLC or Partnership.. Here are but a few of the topics covered in 334 pages of information: Bearer Shares & how best to use them. (Nevada is the only state to allow their use) C Corporations vs S Corporations & which might best suit you. Deduct 100% of medical expenses (including cosmetic surgery, vitamins, etc.). Nevada vs Delaware & why Nevada is best and the least expensive. Dual corporations & how to use them to avoid (your state's) taxes. How to get cash out of your corporation. Deduct glasses, hospitals, prescriptions, health insurance, Medicare "B", and more. "C" Corps, "S" Corps, LLC's, LP's, LLP's, LLLP's, and Sole Proprietorships. Operating your Nevada corporation in another state. Have your annual meetings in Hawaii, and write it off! How cool is that? How you can sell (issue) your stocks - State and Federal guidelines.
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CHQ Incorporated provides incorporating and resident agent services. We are not a law firm and do not render legal advice. We strongly advise you to consult with an attorney prior to forming and/or operating any business entity.