A Nevada Corporation refers to a business that has incorporated in the state of Nevada. Usually this refers to a corporation that has business operations in many locations in the U.S., but chooses to incorporate in Nevada to take advantage of the favorable corporation laws in the state.
Nevada is known as a “corporate haven,” meaning that its laws tend to make it easier for a business to incorporate in the state. In addition, Nevada offers several advantages for out-of-state businesses that incorporate in the state. Out-of-state corporations that incorporate in Nevada are referred to as foreign corporations in the state of Nevada.
There are several distinct advantages of filing for incorporation in the state of Nevada. These include:
- Various incentives in terms of franchise, personal income, and corporate taxes
- No requirement for shareholders to disclose their identities in the public records of the corporation
- Corporate offices may be held by one single individual
- No information sharing agreements with the IRS (Nevada and Texas are the only states to do this)
- Authority to adopt, repeal or amend corporate bylaws rests solely in the directors (shareholders can’t change the bylaws of a Nevada corporation)
- Businesses that are incorporated in Nevada may elect to use Nevada law if sued (even if they operate solely in a different state and have no other ties to Nevada besides the charter)
- Much flexibility for the board of directors in managing corporate affairs
- Allows management to enforce strong protection against hostile take-overs
Also, Nevada laws provide very strong protection against instances of “piercing the corporate veil.” Piercing the corporate veil refers to cases where corporate owners may be held directly liable rather than the corporate entity itself. Under Nevada case law, only one lawsuit in a 20 year period allowed the corporate veil to be pierced.
No- the business need not be physically headquartered in Nevada in order to file as a Nevada corporation. However, the organization must have a registered agent within Nevada, as well as a legal address in the state.
Filing as a Nevada corporation can offer many benefits for your business, but the process can still be very technical in terms of legal requirements. If you are interested in filing as a Nevada corporation, it’s in your best interest to hire a competent business lawyer to assist you in the process. Your lawyer can help make sure that you’re meeting all the filing and eligibility requirements. Also, if you have a legal dispute involving a Nevada corporation, an attorney will be able to help you file a lawsuit in court.