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NRS 78.257
imposes sanctions against the use
of corporate records for purposes
contrary to the interests of the stockholders.
- OFFICERS
& DIRECTORS are protected from personal
liability for lawful acts of the
corporation (capitalize).
-
MAY ISSUE STOCK AND CAPITALIZE WITH
SERVICES, PERSONAL PROPERTY or
REAL ESTATE.
- MEETINGS
CAN BE HELD ANYWHERE IN THE WORLD
- OFFICERS,
STOCKHOLDERS, and DIRECTORS may
be NON-RESIDENTS OR CITIZENS
- Advantages
of Incorporating in Nevada
- No Nevada
State Corporate Income Tax
- No Nevada
Taxes on Corporate Shares
- No Nevada
Franchise Tax
- No Nevada
Personal Income Tax
- No I.R.S.
Information Sharing Agreement
- Nominal
Annual Fees
- Minimal
Nevada Reporting and Disclosure
Requirements
- Stockholders
are not Public Record
- Stockholders,
directors and officers need not
live or hold meetings in Nevada,
or even be U.S. Citizens.
- Directors
need not be Stockholders
- Officers
and directors of a Nevada corporation
can be protected from personal liability
for lawful acts of the corporation.
- Nevada
corporations may purchase, hold,
sell or transfer shares of its own
stock.
Nevada corporations
may issue stock for capital, services,
personal property, or real estate,
including leases and options. The
Managers (for LLCs) or Directors (for
Corporations) may determine the value
of any of these transactions and their
decisions are final. Because Nevada
has no state tax and because budget-conscious
Nevada does not keep much information
on their own residents, or their corporations,
it does not collect any information
to share with the IRS. Other states
freely exchange all of the information
they have on every resident and corporation
but Nevada has no reciprocity arrangement
with the IRS.
My business is in another state.
The reason you still will want to headquarter your business in Nevada is Nevada protection laws will
follow into your own state. If a law suit comes at your company they are going to have to bring that
suit to Nevada. This is a very expensive proposition, most law suits will stop right there because of
the expense. They will have to prove fraud, harder yet. In fact, there were other Nevada cases where
the corporation didn't do resolutions, minutes and meetings, had thinly capitalized the company,
commingled funds... and still, Nevada protected the corporate veil! Nevada is a pro-business state,
meaning they strongly protect the business owner. Other states are more Pro Consumers.
Too Many Lawyers
In the last few years there has been an explosion of practicing lawyers in this country. In 1990 there were
approximately 650,000 lawyers in this country, today over 1 million. What seems to be happening in this
country as soon as an individual starts to get ahead the frivolous law suits come out of the wood work,
when you can spill coffee in your own lap and win a settlement ( Mc Donald's Case), this may seem like a
legitimate way to make a good living. When lawsuits are being considered what they (lawyers) are looking
for is assets that are attackable. They are hoping you will just pay them off so they will go away, they
really do not want to go to court. Meanwhile it costs approximately $5,000.00 just to answer a suit and
that does not mean going to court. These will really cut into your bottom line, if too many of them show
up it can put you out of business. If you have a visible business in your part of the country you may
have to register your Nevada Corporation in your State in order to do business. Going through the process
may well be worth the effort. This will usually cost somewhere between $300.00 and $700.00 to do the
registration.
Nevada Is the Best State to Incorporate In
There are a lot of reasons to incorporate in Nevada. The number one reason
to incorporate in Nevada is that the owners of the corporation are not the appropriate party to a law suit.
Let me explain in detail exactly what that means.
Take for example a Chiropractor in California. Really nice guy, worked really hard to build his practice. He
treated his patience's with kindness and care. He paid his malpractice insurance for years. He got a new bookkeeper
and the insurance lapsed for 4 months. A slick lawyer got wind of the lapse. He was taken to court, of course, lost the
suit, before he could even make it home from court they had come and taken his vintage cars, boat, and attached liens on
his home. In California as in many other states when there are not enough assets in the business then they go after the
personal property of the owners of the company to satisfy any judgments.
So Sad, Too Bad
If he had held his assets in a Nevada Corporation the judgment would have been restricted to what that
particular corporation held in assets. The lawsuit would have to be brought to Nevada and fraud would have to have been proven.
The lawsuit may never have come, because it would have been much more expensive for the lawyers to pursue. When you have a lot
equity then we think it is advisable to separate those assets out into different corporations so you don't have such a juicy
target for any mishap that my come you way.
Here at CorpNevada.com we have come up with a way to keep you private, so when the lawyers are investigating your assets to see
if it is worth the effort to pursue a new case, they will not find you at all. If a lawyer can not find anything to sell or
attach often those frivolous law suits disappear.
So often it is after the fact when clients come to us. They are just recovering form losing everything.
Don't wait, protect today what you have worked so hard to acquire.
| Compare
Some States with Nevada |
NV |
NY |
CA |
TX |
DE |
| States laws that
Pierce Corporate Veils |
FRAUD
ONLY |
Yes |
Yes |
Yes |
Yes |
| Courts that Protect
Corporate Veils |
Yes |
No |
No |
No |
No |
| States that hold
Officer Personally responsible |
No |
Yes |
Yes |
Yes |
No |
| States that requires large
amount of Capitalization |
No |
Yes |
Yes |
Yes |
Yes |
| State laws provide for
ease of incorporation through minimal
filing requirements |
Yes |
No |
No |
No |
Yes |
If you are sued in another state and you loose your case. If your assets are held in an
LLC in Nevada. A judgment can only be satisfied by attaching a lien on the member's percentage of distribution
from the LLC.
The courts of another state can not force a LLC to liquidate your assets held by the LLC in order to satisfy the judgment.
They can only put a lien against any distributions you will be taking from that company. Our suggestion would be not to take any
distributions.
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