Skip to content

leonar15/startup-checklist

master
Switch branches/tags
Code

Latest commit

 

Git stats

Files

Permalink
Failed to load latest commit information.
Type
Name
Latest commit message
Commit time
Jun 18, 2022

Startup Incorporation Checklist

How to bootstrap a Delaware C-corp (or S-corp) with employee(s) in California

Disclaimer: I am not a lawyer (IANAL). This list is intended as a learning tool and you should definitely consult with a lawyer if you have any questions or concerns. This is a work in progress, so suggestions and pull requests are welcome!

PRs Welcome

Intro

Other than building a product people want, incorporating a new business is essential to raising money, opening a bank account, and creating a legal entity for contracts and other liabilities. For technical folks like me, it's the "necessary evil" of founding a company and just needs to get done. Having gone through this recently, I made a checklist in case I'd have to do it again in the near future. Why you should incorporate in DE is outside the scope of this article, but other folks have written good answers.

Some notes:

  • The full process will take several weeks to complete
  • Most steps are sequential and depend on an earlier step being complete
  • Many steps require the use of snail mail or a fax machine
  • For brevity, Delaware and California are shortened to DE and CA
  • Again, consult your lawyer. Some will defer fees for startups

The checklist

Register with Delaware

  • Choose a name for your business and check that it's available. DE Name Search & CA Name Search. In DE a name can be reserved without registering it, so check DE Name Reservations as well.
  • Generate incorporation documents and sign them [free document service]
  • Buy registered agent service in DE - 1 yr Free
  • File incorporation docs with DE - ~$150 including fees for 1 week service
    • You can do this yourself, but it will probably take longer and not save you much money

First steps with the IRS

NOTE: Most of the following steps require a valid U.S. checking account and the steps above allow you to open an account. This is probably the best time to do so.

Register with California

NOTE: This section applies to companies that are doing business or have employees in CA - similar requirements apply for other states. Many steps require registration via the CA Secretary of State bizfile system.

Set up payroll tax payments with IRS and CA

Recurring items

Tools & References

Free or mostly-free tools

  1. Founder's Workbench - generate incorporation documents
  2. FreeRegisteredAgent - one year of free registered agent service in DE and/or CA
  3. HelloFax - send faxes without a fax machine
  4. Wave - free accounting software, with extra services for a $fee
  5. Cooley GO Document Generators - free incorporation package, early-stage financing documents and other common documents needed by startups.

Non-free tools

  1. Clerky - software to handle the complete set of company formation paperwork online (incorporation, appointing directors and officers, issuing stock, protecting IP, etc.)
  2. Stripe Atlas - like Clerky, handles most of the company formation paperwork, it will also automatically setup a bank account with SVB as well as a Stripe account
  3. InCorp - will file DE incorporation papers quickly on your behalf for ~$150, including state fees
  4. Tax1099 - e-file federal tax forms (e.g. tax return, 1099, W2, etc), small fee per form
  5. Intuit 1099 service - generate and e-file 1099 forms, small fee per form
  6. VirtualPostMail - virtual mailbox for real mail. Good for nomadic workers and short-term offices. Also offers free registered agent in CA with paid plan

References

  • Q: Choosing between C-corp, S-corp, and LLC? Answer
  • Q: Why incorporate in DE? Answer
  • Q: What should I look for in a startup lawyer? Answer
  • Q: What is a public benefit corporation and is it right for my company? Answer

Known unknowns

  • Sales taxes
  • Generate Terms of Service, Privacy Policy, etc (Docracy.com has some good templates)
  • Liability insurance
  • Start using bookkeeping software right away to track expenses, income, etc. Lots of free/affordable options

About

A checklist for incorporation so you can get back to building your product, fundraising, etc.

Topics

Resources

Stars

Watchers

Forks

Releases

No releases published

Sponsor this project

 

Packages

No packages published