What is a C Corporation?

A C Corp is legal structure that businesses establish that is a separate entity from the owners and the people that manage it. Corporations are owned by their shareholders, and provide owners limited liability. C Corporations are the most widely type of entity for businesses large and small that have shareholders. 

What's the difference between a C Corp and an S Corp?

All corporations both S and C are started as a C Corp. Once the C corp is formed the business has 75 days to to elect to become an S Corporation.  This election is done with the IRS. More information abour S Corporations can be found Here.

Some things to know if you're thinking about starting a C Corporation

1. C Corporations may have an unlimited amount of shareholders
2. Owners do not need to be citizens or residents of the United States
3. C Corporations shares may be owned by another business
4. C Corporations are required to have bylaws, hold annual meetings and keep accurate record of the meeting minutes. 
5. Corporations can raise capital by through the sale of their stock.

What is an S Corporation?

An S Corporation also know as S Corp is a legal entity described by IRS.gov as "a corporation that decides to pass income, loss, deductions, and credits to their shareholders." S corporations avoid the double taxation inherent to general business corporations, in which profits and dividends are both taxed.

How do I turn my business into an S Corp? 

All corporations are started first as C Corporations. After your C Corporation is started your company must elect to become an S Corporation with the IRS by signing IRS form 2553. 

Some things you need to know if you're starting an S Corp are

1. Limit of Shareholders- S Corporations are limited to 100 shareholders 
2. Shareholder Definitions- A new law allows "members of a family" to qualify as one, and defines "members of a family" as the common ancestor, the lineal descendants of the common ancestor, and the spouses or former spouses of the lineal descendants or common ancestor  
3. Stock Restrictions- S Corporations only have one class of stock
4. IRS filing- To obtain S Corporation status, all shareholders must sign IRS form 2553 which must be filed within 75 days of starting business. 

If you want to incorporate your company don't worry, American Incorporators Ltd. provides fast and easy incorporation for you so just give us a call at 800.421.2661 or check our our website for more details.

There are 5 Different types of entities than can own a business.

• C Corporation
• S Corporation 
• LLCs & LLPs 
• General Partnerships
• Sole Proprietorships

1. Limit the Liability and Protect the Assets of Owners
2. Increase Tax Savings 
3. Raise Capital 
4. Perpetual Existence
5. Simple Estate and Family Planning

 

This week, we’ll be covering the basics of forming a business in Alaska.

Like many states, Alaska requires that your corporation or limited liability company name be different from any registered business on file. Corporations and limited liability companies must also have a corporate name identifier. These identifiers include, “Corporation, Incorporated, Inc., and Corp.” For LLCs, you can use “Limited Liability Company or LLC.”

If you’re forming a corporation, Alaska does require that you list a specific business purpose on your Certificate of Incorporation. This means that you’ll have to provide a purpose for the general business you’ll be conducting. Alaska will require that you list one or more directors on the document. You must also be at least 19 years of age to form your business. Alaska’s standard number of shares is 1000, at no par value.

Limited Liability Companies are not required to list a specific purpose on their Articles of Formation. They do require that you list one or members on your document, and have an age requirement of 19 years or older.

Alaska may have annual filing requirements, often known as annual reports, for both corporations and limited liability companies. The filings may be due on a specific day or during a specific time and can cost varying amounts. For update annual requirement information, you can visit Alaska Secretary of State’s website.

If you want to learn more about current businesses in Alaska, take a look at Alaska Business Monthly.

Is your small business registered in Alaska? If we are acting as your registered agent, you can be featured in our Small Business Spotlight. Just comment your name and your company's name below!

If your corporation is considering ending all activity, you may want to consider filing a dissolution. We've created this post outlining the basics behind corporate dissolution to help you gain a basic understanding of your options. 

What is a Dissolution?

A dissolution is the statutory procedure that terminates the existence of a domestic corporation.

What are the different types of Dissolutions?

There are 3 different types of dissolutions:

Administrative Dissolution

  An Administrative Dissolution is the involuntary dissolution of a corporation by an act of the Secretary of State or similar state authority, caused by the corporation's failure to comply with certain statutory requirements. This frequently occurs when corporations fail to file an annual report, to pay franchise taxes or maintain a valid Registered Agent.

Voluntary Dissolution

A Voluntary Dissolution is an intentional action by shareholders, incorporators or initial directors to dissolve a corporation.

Judicial Dissolution

A Judicial Dissolution is an involuntary dissolution ordered by a court of law.

What happens during a Dissolution?

During dissolution, all activities of the corporation are ended, which is frequently called “winding up.” Winding up refers to the discharging of a corporation's liabilities and the distributing of its remaining assets to its shareholders in connection with its dissolution.

What’s required to file a Dissolution?

Dissolutions require an officer, director or member of the company to file a Certificate of Dissolution or Certificate of Cancellation after getting shareholder or member approval. To obtain one, your corporation must be in good standing, with all required taxes paid and all annual reports filed with the state.

If you have any questions regarding dissolutions, don't hesitate to call our incorporation specialists by dialing 1.800.421.2661! 

Trade shows are rebounding as industry networking events that help promote brands and products. They can be valuable experiences for meeting new clients, as well as developing market positioning and learning about other dealers within your industry. While the key to effective trade show marketing is presenting an attractive booth represented by friendly communicators, budget concerns and planning should also be taken into account. To help you get the most out of your trade show marketing, we’ve compiled 7 key things to remember while planning:

1. Plan Far in Advance
   
   Research upcoming trade shows you would like to attend in the next year. Since booth space is usually limited, try to secure the best possible booth location as early as possible. Locations near the front of the hall, corners, food vendors, and restrooms will help give your booth high visibility. In the event you cannot afford a booth, you can still attend trade shows to network and market your business.
2. Distribute a Press Release
   
   One of the best ways to get attention from media, potential clients and other trade show attendees is to send press releases about your booth in advance. Postcards also make excellent vehicles for press releases because they can be read quickly and stored easily. PRWeb  is a great resource for creating, distributing, and tracking press releases.
3. Create Marketing Materials
   
   Prepare and order handouts that attendees can take home well in advance. Keep your trade show marketing messages simple and be sure to include contact information. Business cards and flyers are low cost, yet effective marketing tools. Try to make your business cards stand out in some way, so that they don’t get lost in a pile. Get inspired by this article featuring creative, intelligent business cards.
4. Invest in Portable Exhibits 
   
   Keep exhibits as small and as portable as possible without sacrificing appearance. Some of the most affordable yet presentable booths are lightweight and can fold into shippable tabletop units.
5. Design Attractive Signage
   
   Create an eye-catching banner of your logo to display at the top of the booth. Use another sign that summarizes your mission or positioning statement in six words or less. Messages will be most memorable if they are quick and easy to read. Skyline Exhibits is one resource that can help with both signage and exhibits, and also offer frequent webinars for trade show education.
6. Practice Presentation
   
   The most important aspect of any trade show presentation is more about the presenter than the booth. Aim to send outgoing representatives with adequate product knowledge that can capture and engage your prospects. If part of your goal is to book sales, keep in mind that you will probably want to send someone with sufficient sales experience.
7. Follow Up
   
   Collect as many business cards and details as possible at the event so that you can follow up with potential clients and resources. An app like Card Munch can help organize these cards without the mess. Taking notes on relevant trade show contacts can help accelerate the process of developing relationships and meeting individual needs in the future.  Keep in mind that email may be a way to save time, but calling individuals on the phone will likely have a more dramatic impact on sales or building relationships. 

Good luck and we hope that you’ll find these tips useful at your next trade show. Remember to review the trade show and see if it was worth your investment before considering reserving a spot for the next year. If you’re interested in reading more about trade show strategies and the best ways to follow up, take a glance at these articles:

• 10 Tips for Working a Trade Show
• 4 Steps For Judging the ROI of a Trade Show

 If you have any strategies that you’ve found to be successful, please share them below! 

When forming a corporation, you’ll come across the term “officers.” This is a term unique to corporations and does not apply to Limited Liability Companies. Your Board of Directors is the governing body of a corporation who is elected by shareholders. The directors are then responsible for selecting the officers of the corporation and for the supervision and general control of the company.

An officer can be defined as individuals appointed by the board of directors who are responsible for carrying out the board's policies and for making day-to-day decisions. The necessary positions and duties of officers are typically set forth and stated during the creation of your corporation’s bylaws.

Here, we briefly describe 4 commonly valuable officer roles and their duties in the corporation.

• President. The president is responsible for managing daily operations of your corporation. If you do not have a chairperson, your president will preside over all meetings of the board of directors. You may want to consider appointing a Vice President to fulfill the president’s duties, should the president be unavailable. However, it is important to note that if the president is to leave a company, the vice president does not automatically assume the position of president.
• Secretary. Your secretary will be responsible for maintaining your corporate records and is commonly responsible for recording minutes during your meetings. If your bylaws state that you must notify shareholders and directors of meetings, your secretary would be responsible for sending out the notification.
• Treasurer. Treasurers will maintain corporate account books, including your profits, losses, assets, and other pertinent tax information. Your treasurer may or may not be involved with daily financial record keeping, depending upon how you set forth their duties in your corporate bylaws. If they do not partake in daily bookkeeping, you may decide to have the treasurer oversee the daily activity of your internal accountant.
• Assistant Positions. If you have a large corporation, you may find it beneficial to create assistant secretaries and treasurers. These assistant positions can help you to proficiently manage workloads while saving time if you have multiple offices. Creating assistant positions also offers the opportunity to boost employee morale without significantly changing their specific career duties.

While these are the most common roles and duties of officers of a corporation, you may find that you do not need to fulfill all of the above mentioned positions. Keep in mind that we do recommend having a president and secretary at minimum.

If you’d like to learn more about the common characteristics of corporations, take a look at our previous blog post. As always, if you have any questions that aren’t answered on our blog or in our Learning Center, one of our incorporation specialists would be happy to assist you by calling 800.421.2661. 

Believe it or not, 2012 is rapidly coming to an end. During this time, you should start reviewing your annual business requirements. If you’re a corporation, have you held your annual meeting? Annual meetings are required for corporations and this where your corporate minute requirements will be met.

Typically, only one meeting per year will be required, but the amount required can vary by state. You may also have addressed the need for more than one annual meeting when you created your bylaws. You should review your state statutes and bylaws to determine how many meetings you’ll need to have. These meetings can be broken down into two types, Regular and Special.

While annual meetings may sound very formal, small businesses have the flexibility to conduct it more like a discussion.

Here are 4 Tips For Have an Easy Annual Meeting:

• Create an Agenda. This can consist of your discussion topics and what you’d like to resolve. It may include reviewing past meeting minutes, annual upkeep, new business issues, previous business solutions, or future meetings.
• Decide on a “moderator.” This person may also be known as the presiding officer. They will follow the agenda, prevent repetitive discussions, and keep the meeting moving.  The moderator can also formally conclude discussion or preside over votes.
• Have your quorum present. A quorum is the percentage or proportion of voting shares required to be represented in person or by proxy to constitute a valid shareholders meeting, or the number of directors required to be present for a valid meeting of the board.
• Take advantage of technology. Many states allow annual meetings to be held via conference call. There are multiple services that offer this function available to you at little to not cost. Conference calls are an easy, effective way to meet your quorum. 

During your meeting, make sure that you’re keeping notes of everything discussed. These notes will fulfill your annual corporate minutes requirements. These, too, can be structured less formally than your initial articles of incorporation in bylaws. A few key things to include your minutes are…

• Date, time, and location of meeting.
• People present at the meeting.
• Nature of the meeting.
• Chairperson(s).
• Any actions taken or decisions made. 

This is the first of our series of year end business reminders. Be sure to check your state requirements and bylaws, and hold your annual meeting if you haven’t already. Don’t forget to keep your minutes!

If you’re newly incorporated and have not created your bylaws, we offer a corporate kit that will make creating your bylaws very simple.