Do you really need 10 million shares for your company? Probably not.

For the lazy among you, I’ll summarize this post in a single sentence: If you’re incorporating in Delaware, don’t authorize more than 5,000 shares of stock unless you absolutely, positively have to. If you absolutely, positively have to issue more, check with a lawyer to make sure you’re right about that. There’s a fashion inContinue reading “Do you really need 10 million shares for your company? Probably not.”

Business Travel During the COVID Recovery

Now that the US is seeing lower coronavirus infection rates and higher vaccination rates, the big question for many European businesspeople is whether they can enter the United States for business and under what circumstances? After all, for many foreign companies with US operations, it has been over a year since they’ve been able toContinue reading “Business Travel During the COVID Recovery”

It’s that time of year again … franchise tax filings are due!

There are a lot of reasons to incorporate in Delaware, and one of them is favorable tax treatment. There is, however, one corporate “tax” to be aware of for owners of Delaware corporations, and that’s the annual franchise tax filing. For most corporations, it’s little more than a fee for Delaware companies with their operationsContinue reading “It’s that time of year again … franchise tax filings are due!”

New Remedy for Small-time Copyright Owners

Tucked away in a corner of the December 2020 COVID relief bill was the CASE Act, a law relating to copyright infringement. Of course, because copyright has so much to do with pandemic relief. Anyway, the CASE, or Copyright Alternative in Small-Claims Enforcement, Act attempts to “streamline” copyright enforcement by creating a sort of smallContinue reading “New Remedy for Small-time Copyright Owners”

Like it or not, the future of the practice of law is in the cloud.

I was recently asked about law firm technology by a colleague who is leaving our firm, and instead of just answering her I thought I’d write a blog post about it. What follows is a brief overview of what I was using with my firm before and a few thoughts about what I’d do ifContinue reading “Like it or not, the future of the practice of law is in the cloud.”

Time to talk about officers

When it comes to the day to day work of a stock corporation in the US, neither the board nor the shareholders are typically involved – they don’t sign agreements, give orders, or do much of anything all. Instead, they appoint officers, who are responsible for the day to day operations of the corporation, andContinue reading “Time to talk about officers”

That social media account is valuable, until you try to transfer it.

The internet is is a social-media driven marketing platform, driven by technologies which seek to move consumers to specific branded content and humans who try to corral that technology as best they can. Billions of dollars are spent in the chase to build an online brand, and those brands are feverishly protected. What happens, then,Continue reading “That social media account is valuable, until you try to transfer it.”

Shareholder and Board of Directors

As part of our short series on forming a US corporation, it’s important to understand the management structure, since there are significant differences between those structures in Germany (and many other countries) and the US. First, we’ll start with the shareholders and board of directors. Shareholders The Shareholders are the owners of the company (Aktionäre)Continue reading “Shareholder and Board of Directors”

Obtaining your company’s US tax number

One of the most important steps in the formation of a new company is the application for an Employment Information Number (EIN, or also FEIN). The EIN is a unique nine-digit number assigned by the Internal Revenue Service (IRS) to business entities operating in the United States. Originally, the EIN was limited to reporting employment-relatedContinue reading “Obtaining your company’s US tax number”

Incorporating in the United States

A while ago, I wrote an article on choosing the state of incorporation for your US company. Now that you’ve decided where your company will be located (probably Delaware), the next step, of course, is to incorporate: First, you file a brief document (the Articles of Incorporation or, in Delaware, Certificate of Incorporation) outlining theContinue reading “Incorporating in the United States”