Corporate Compliance | Advantage Delaware

Nancy J. Wolf, MBA Managing Member	Vincent J. Creo Managing Member

Corporate Compliance in Delaware

Corporate compliance is an annual process that keeps a company in good standing with the state. Delaware imposes only two annual maintenance requirements for companies that form corporations here:

Pay your franchise taxes on time, and
Maintain a registered agent

If a company fails to do either, the State of Delaware will void that company, charge penalties and interest, and quite possibly administratively dissolve that company.

Additionally, every corporation should keep a record book that contains the following:

A copy of the Certificate (Articles) of Incorporation
By Laws
Initial and subsequent minutes of directors and shareholder meetings (which should document major corporate decisions)
An accurate stock register

We cannot stress enough how establishing and maintaining the proper corporate records is vital in assuring personal limited liability to a corporation’s shareholders.

Corporate Minutes and Decisions

The corporate minutes reflect decisions made or actions taken by the corporation’s shareholders and/or its board of directors during a meeting. Keeping good minutes is absolutely vital to shareholders who want to maintain their personal liability protection. If the corporation fails to act like a corporation and the business suddenly runs into legal trouble, a court may decide to disregard your corporate status. This opens the doors for creditors, and even the IRS to easily “pierce the corporate veil” and hold shareholders personally liable. Learn more about corporate decisions:

MAKING CORPORATE DECISIONS

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