This is a great video and one I wish I had been able to watched back in 2020 (though it may have been different then). It's a little weird coming across a video with our corporate address as our...
This is a great video and one I wish I had been able to watched back in 2020 (though it may have been different then). It's a little weird coming across a video with our corporate address as our tiny company is also registered there. I appreciate Phil's summary of registration and registered agents but it can be a really deep rabbit hole if you want to learn more. Funny anecdotes below if interested.
We're actually based in California, and beyond a registered agent in Delaware we also have a registered agent in California. We don't want people to be able to find our actual office address via state registration with is accessible to the public. Why do we do this? The amount of scams aimed at replicating government notices is absurd. When we originally incorporated we got no less than 20 different official looking pieces of mail looking for registration payments amongst the real state department letter for registration payments. We didn't have a legal team at that point and figuring out what was real and what was fake was so difficult we carried everything down to our local Small Business Administration Development Center for help. There is also a federal and state hotline for fraud that are less helpful.
We ran into the same thing when we changed our customer facing name and ordered a DBA (Doing business as...). There are filing requirements that are kind of odd, like we need to have the name declared in a public document - like a news paper or magazine. The firm we worked with did that for us, but had we filed on our own the 12 letters from fraudulent state agencies and organizations to do it on our behalf would have been confusing. So we have a registered agent locally to act as a catch all for those kinds of things.
The other part of the equation is we're looking to take on private equity and anyone who is writing us a check is looking for the corporate liability coverage that Delaware provides and Phil talks about with the Courts. We initially set up as a California LLC - mostly because I was an ignorant idiot, and a little idealistic that I wanted to pay my taxes where the work is actually done (turns out California has mechanisms set up to ensure that anyway which was comforting to find out) - and upon talking to investors had to switch.
Now, while it's extremely easy to set up a Delaware corp, by god is it not a straightforward thing to change a company into one. Legally sure, but to be seen as one by the IRS is a much bigger issue. There also isn't a really good way to get in contact with the IRS - even through a CPA or accounting firm - and the IRS is so siloed that often times folks there cannot tell you what might be happening with your case or even let you know what are in the case notes. Oddly a fax is still a valid form of communication to the IRS which I find hilarious.
Thanks for sharing, and pointing out another legitimate reason for registering there. That's one of the things I liked most about Phil's video, he isn't being super judgmental, conspiratorial, or...
Thanks for sharing, and pointing out another legitimate reason for registering there. That's one of the things I liked most about Phil's video, he isn't being super judgmental, conspiratorial, or railing against capitalism/corporations/government, etc... he just explains the history, reasons why corporation do it, and treats the subject fairly objectively. I especially liked hearing about how some of the loopholes are finally being closed too though, which I didn't know about.
I'm born and raised in Delaware and only escaped at age 25. I got a big guffaw from when he went to Slower Lower and was extremely underwhelmed by having driven an hour and having nothing to look...
I'm born and raised in Delaware and only escaped at age 25. I got a big guffaw from when he went to Slower Lower and was extremely underwhelmed by having driven an hour and having nothing to look at or do.
He missed another shitty point of interest, the forma Astra Zeneca corporate headquarters and the only high rise building in Delaware north of Wilmington.
Also laughed at his fear his camera would get stolen. Wilmington is a rough town, although not as rough as it looks. I don't think someone would steal it right in front of him the instant he stepped away.
This is a great video and one I wish I had been able to watched back in 2020 (though it may have been different then). It's a little weird coming across a video with our corporate address as our tiny company is also registered there. I appreciate Phil's summary of registration and registered agents but it can be a really deep rabbit hole if you want to learn more. Funny anecdotes below if interested.
We're actually based in California, and beyond a registered agent in Delaware we also have a registered agent in California. We don't want people to be able to find our actual office address via state registration with is accessible to the public. Why do we do this? The amount of scams aimed at replicating government notices is absurd. When we originally incorporated we got no less than 20 different official looking pieces of mail looking for registration payments amongst the real state department letter for registration payments. We didn't have a legal team at that point and figuring out what was real and what was fake was so difficult we carried everything down to our local Small Business Administration Development Center for help. There is also a federal and state hotline for fraud that are less helpful.
We ran into the same thing when we changed our customer facing name and ordered a DBA (Doing business as...). There are filing requirements that are kind of odd, like we need to have the name declared in a public document - like a news paper or magazine. The firm we worked with did that for us, but had we filed on our own the 12 letters from fraudulent state agencies and organizations to do it on our behalf would have been confusing. So we have a registered agent locally to act as a catch all for those kinds of things.
The other part of the equation is we're looking to take on private equity and anyone who is writing us a check is looking for the corporate liability coverage that Delaware provides and Phil talks about with the Courts. We initially set up as a California LLC - mostly because I was an ignorant idiot, and a little idealistic that I wanted to pay my taxes where the work is actually done (turns out California has mechanisms set up to ensure that anyway which was comforting to find out) - and upon talking to investors had to switch.
Now, while it's extremely easy to set up a Delaware corp, by god is it not a straightforward thing to change a company into one. Legally sure, but to be seen as one by the IRS is a much bigger issue. There also isn't a really good way to get in contact with the IRS - even through a CPA or accounting firm - and the IRS is so siloed that often times folks there cannot tell you what might be happening with your case or even let you know what are in the case notes. Oddly a fax is still a valid form of communication to the IRS which I find hilarious.
Thanks for sharing, and pointing out another legitimate reason for registering there. That's one of the things I liked most about Phil's video, he isn't being super judgmental, conspiratorial, or railing against capitalism/corporations/government, etc... he just explains the history, reasons why corporation do it, and treats the subject fairly objectively. I especially liked hearing about how some of the loopholes are finally being closed too though, which I didn't know about.
I'm born and raised in Delaware and only escaped at age 25. I got a big guffaw from when he went to Slower Lower and was extremely underwhelmed by having driven an hour and having nothing to look at or do.
He missed another shitty point of interest, the forma Astra Zeneca corporate headquarters and the only high rise building in Delaware north of Wilmington.
Also laughed at his fear his camera would get stolen. Wilmington is a rough town, although not as rough as it looks. I don't think someone would steal it right in front of him the instant he stepped away.
I've never been, but every time I hear anyone mention Delaware, I can't help but think of this Wayne's World clip.