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Requeriments of Delaware LLC

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  • Name: The name of a limited liability company must include the words Limited Liability Company, L.L.C. or LLC. The name must be different from the name of any other corporation, collective corporation, business, trust fund or limited liability company that has been set up under the law of Delaware or is qualified to make businesses in Delaware, unless such other entity provides written consent.
  • Members: There is no minimum of members (owners) required for the limited liability companies. These may consist of only one member. The members do not need to be American citizens, nor U.S. residents, and they can be natural persons, trustees, corporations or other entities, American or foreigner.
  • Limited liability companies with a sole member have greater tax advantages. It is advisable to issue share certificates as evidence of ownership, in order to prove the identity of the company’s owners. In order to add confidentiality to the structure, the sole member can have a corporate nature.
  • The corporate identity of the limited liability company is separated from the identity of individual members; nonetheless, the liability of the members related to debts and obligations of the company is limited by their contributions to the company.
  • Managers: The Managers of a limited liability company of Delaware can be persons or corporations of any nationality or domicile. The names of the managers can be included in the Certificate of Formation and are normally indicated in the  Agreement of Operation of the limited liability companies.
  • The Managers can also be members of the limited liability company. Managers can appoint persons for the following positions: President, Vice President, Secretary, etc. Resolutions may be approved in any part of the world and with any frequency that may be deemed necessary, unanimously, in writing, instead of a meeting.
  • Capital: There is neither a minimum nor a maximum requirement regarding contribution to capital in Delaware’s limited liability companies. The standard capital of OMC is $500.00.
  • Share certificates can be issued. The units in a limited liability company may not be transferred without the consent of the rest of the member and every new member mus sign the Agreement of Operations of the limited liability company.
  • Registered Office: The limited liability companies of Delaware must have a registered office as well as a registered agent.
  • Agreement of Operations of the Limited Liability Company: All limited liability companies have an Agreement of Operations of the limited liability company or Members Agreement. The agreement is a private instrument among members or is executed by the sole member. A standard Operation Agreement must include: domicile, objective, duration, names and details of managers and members, duties and responsibilities of managers and members, voting rights and contributions to capital, among other important business matters of a limited liability company.
  • Books: The books can be kept in any part of the world. It is recommendable for the limited liability companies to register in minutes of the meetings all resolutions issued by the managers and members