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Meet Hannah Tribune
Offering Legal, Tax, Business & Banking Services to
Hedge Funds & Fund Managers
 Worldwide
U.S. Company Formations 

U.S. Company Formations We provide personalized company formation services in Delaware, Wyoming and Florida, all of which are ranked in the top 10 U.S. states considered best for business.  Anyone starting a business anywhere in the world should consider setting up a U.S. entity in Delaware, Wyoming or Florida. The procedure for a non-U.S. resident setting up a U.S. business is the same as the procedure for a U.S. resident. Because U.S. citizenship and U.S. residency are not necessary to set up a U.S. company, non-U.S. residents can start or expand a business on American soil as easily as a U.S. resident.

U.S. Tax ID and U.S. Banking Arrangements As a result of a law change in 2019, an ITIN is required to obtain a tax id number (EIN-Employer Identification Number) for a U.S. entity.  Click Here To Read About The U.S. Law Change Regarding The EIN and then  Contact Us for a Consult  An EIN is required to open a U.S. bank account. We can arrange for U.S. banking services as a trustee. Click Here To Review Our Sample Trustee Agreement  If you do not have a U.S. personal tax identification number, we can obtain a U.S. International Tax Identification Number (ITIN) for you.  Click Here To Read About Our ITIN Process and Services and then Contact Us For Assistance

Should I Incorporate in Delaware, Wyoming or Florida? Yes! Anyone starting a business anywhere in the world should consider setting up a U.S. limited liability company (LLC) in Delaware, Wyoming or Florida. Most U.S. businesses owned by non-U.S. residents are established in Delaware, Wyoming or Florida because these states have the best company law in the United States.  Read this New Times Article  Delaware is second to none when it comes to protecting your privacy. In fact, some U.S. states are so protective of your privacy that other countries have complained about this fact (read this article in the Economist).  Many of our international clients set up a Florida or Wyoming company with a Delaware company on top of it as the parent company (i.e., the 100% owner of the Florida or Wyoming company).   Depending on the purpose of the company, there are good reasons for doing so!  In any event, given the depth, privacy, predictability and pro-business cast of Delaware, it makes good business sense to set up your U.S. business in Delaware.  Read the GAO 2006 Report of U.S. Company Formations  Anyone starting a business anywhere in the world should consider setting up a U.S. limited liability company in Delaware, Wyoming or Florida.  Contact Us

Delaware, Wyoming & Florida Company Formation & Virtual Office Services A little information about how we got started.  For many years we placed our clients with third party registered agents.  They were “big-box” service providers and we were just a number.  Their customer service did not meet our expectations.  As a result, we started providing our personalized registered agent services in Delaware, Florida and Wyoming.  We are very familiar with Delaware, Wyoming and Florida company formations, so if you need legal or tax advice, we will gladly help you and answer your questions. Our resident agent and registered office services are top notch.  We also offer personalized fiduciary and banking trustee services, company management services including mail, virtual office services, and miscellaneous secretarial, legal and administrative services. You will receive your U.S. mail if you select us as your mail forwarding agent.  Many of our competitors do not forward mail timely; they just let it sit in their mail room.  Your company mail receives our immediate attention.  We also offer fiduciary and banking trustee services and company management services including mail and fax forwarding, document remailing and call handling (also known as "virtual office" services) and miscellaneous secretarial, legal and administrative services.  Contact Us for a Consult

Registered Agent? A U.S. company is required to have a registered agent and a registered office, both of which must be reported to the state government. The registered agent must be either an individual who resides in the state or a foreign or domestic entity that is authorized to transact business in the state. The registered agent's address must be identical to the registered office's address and cannot be a post office box. To change either the registered office or the registered agent, a statement of change must be filed with the state government. The new registered agent must sign the statement of change and accept the appointment as registered agent. Unhappy with your current resident agent in either Delaware, Wyoming or Florida?  Contact Us

Purpose of Resident Agent A registered agent is a representative appointed in a business entity's corporate registration documents with responsibility to accept: service of process, annual reports, tax notices, and official agency correspondence intended for the company.  A registered agent's primary responsibility is to forward service documents to the appropriate contact within the company in a timely manner.  Laws require a corporate entity to name a registered agent in their corporate documents.  A registered agent must always remain on record or the entity could be administratively dissolved.  Laws require the registered agent to be physically located in the state of business with a street address for accessibility.  Post office boxes are not allowed.  A registered agent should maintain accessibility to their physical location during normal business work hours without closure, except holidays. A business entity cannot act as its own registered agent.  Annual reports, tax notices and other official correspondence are also forwarded to the registered agent. Failure to file an annual report could cause the company to lose its good standing and liability protection.  The registered agent service provided does not include tasks or work pertaining to maintenance your corporate charter with the state such as filing annual reports, paying annual franchise fees, calling and holding meetings of owners, or preparing meeting minutes or resolutions of the entity.

Setting Up a U.S. LLC The U.S. limited liability company (LLC) is neither a corporation nor a partnership. It is instead a distinct type of entity mingling the characteristics and powers of a corporation and a partnership. The owners of an LLC are called "members," not partners or shareholders. Unlike a corporation, which has Articles of Incorporation accompanied by By-Laws, an LLC uses an "Operating Agreement" that details how the entity will be run. The Operating Agreement is not filed with the state government and changes do not need to be filed with or approved by the state.  The managers or members should devise an operating agreement to govern the operations of the limited liability company, and should maintain proper records consistent with the forms contained herein. Contact Us For Help

Annual Renewal Fees The annual renewal fee is government fee paid to keep your company in good standing.  The government fee is essentially a fixed amount that all companies pay in lieu of tax. Regardless of the name it´s called (i.e., a franchise tax, exempt duty, or registration fee), it is quite simply a fixed fee levied by the government for the privilege of being incorporated "under the flag" of the particular safe "haven" state like Delaware.

Registered Office Annual Renewal Fees The registered office and registered agent fee is a professional fee which employs the registered agent as the official intermediary between the owners of the company and the government and pays for the usage of the office address as the legal address (not commercial address) of the company should it be subpoenaed. As the law requires that in order to be in good standing every company must have a registered office and a registered agent, this service is mandatory.

Why should I pay for the Registered Office and Registered Agent if I don't use them? You do use them.  The Registered Agent acts as the official intermediary between your company and the government.  Contact Us

Call Us First  We are experts in international hedge funds and tax. Click on any reference below to our leading articles:

Strategic Hedge Fund Planning by Hannah Terhune.  Wilmott Magazine Ltd. (Volume 2013, Issue 63, pages 8-11 January 2013).

Hedge Funds - Limited Partners' Right of Access After Parkcentral Global, L.P., v. Brown Investment Management, L.P. by Jim Brennan.   Cititrust Edge Magazine (4th Quarter 2012).

Strategic Hedge Fund Planningby Hannah Terhune.  Canadian Hedgewatch (March 2012).

Strategic Hedge Fund Planning by Hannah Terhune.  MoneyScience (March 2012)

Hedge Funds - Limited Partners' Right of Access After Parkcentral Global, L.P., v. Brown Investment Management, L.P. by Jim Brennan.  Canadian Hedgewatch (July 2011).

Planning for Cross-Border Financing Arrangements.  Practical International Tax Strategies (May 31, 2011).

U.S.--Tax Traps of Non-U.S. Issuer Debt Offerings.  Practical International Tax Strategies (April 15, 2011).

America the Beautiful Tax Haven.  Cititrust Edge Magazine (1st Quarter 2011).

Offshore Hedge Fund Focus:  Master & Feeder.  Cititrust Edge Magazine (4th Quarter 2010).

U.S.--Cross Border Credit Agreements:  Planning for U.S. Withholding Taxes.  Practical International Tax Strategies (November 15, 2010).

Starting an Offshore Fund.  themanager.org (June 2008).

Mixing Investment Adviser and Brokerage Services.  Hedge Fund Monthly by EurekaHedge.com (October 2007).

Offshore Fund Taxation.  Hedge Fund Monthly by EurekaHedge.com (May 2007).

Forex Trader to Forex Manager.  Offshore Business Magazine (November 2006).

Forex Trader to Forex Fund Manager:  The Path to Success.  Hedge Fund Monthly by EurekaHedge.com (October 2006).

Drafting Hedge Fund Performance Allocations.  Hedge Fund Monthly by EurekaHedge.com (August 2006).

Como Crear su Propio Hedge Fund by Hannah M. Terhune, Eva Porras, Argilio Rodriguez and Garrett Fisher (2006).

Offshore Hedge Funds: Focus on Master/Feeders by Hannah M. Terhune (2006).

Temas Sobre Impuestos de Sociedades Colectivas para Hedge Funds en Paraiso Fiscal by Hannah M. Terhune (2006).

Establish a Marketable Track Record with an Incubator Fund by Hannah M. Terhune (2006).

Must I Register as a Commodity Pool Operator? by Hannah M. Terhune (2006).

Do’s and Don’ts for Crafting Hedge Fund Peformance Allocations by Roger D. Lorence and Hannah M. Terhune. Derivatives:
Financial Products Report (an RIA publication) (September 2005).

Trading Foreign Index Contracts? Know the Tax Rules Before You Trade by Hannah M. Terhune and Roger D. Lorence. Stocks, Futures and Options (June 2005).

Practical Strategies For Section 475(f) Elections by Roger D. Lorence and Hannah M. Terhune. Derivatives Financial Products Report (WG&L/RIA,a Thompson Company) (March 2005).

Forex Hedge Fund Management by Hannah Terhune and Roger D. Lorence.  Currency Trader (March 2005).

Advising Clients on Internet Server Co-Location Agreements, Practical International Tax Strategies (March 15, 2004).

Structuring and Financing International Operations Using Hybrid Entities and Tax-Efficient Financing Practical U.S./International Tax Strategies (Jan. 15, 2004).

Hedge Fund Compensation Arrangements. Practical U.S./Domestic Tax Strategies at Page 18 (Dec. 2003).

U.S. Inbound Investment – The Portfolio Interest Exemption. Practical U.S./International Tax Strategies (Dec. 15, 2003).

Foreign Futures Planning: The 60/40 Question. Practical U.S./International Tax Strategies at Page 12 (Sept. 30, 2003).

Managing Offshore Hedge Funds - A View from the Beach: Practical U.S./International Tax Strategies at Page 9 (June 15, 2003).

Offshore Hedge Funds - Master/Feeder Compliance Issues: Practical U.S./International Tax Strategies at Page 9 (May 15, 2003).

Ready for Help? Please call us (307) 213-4732 or e-mail Hannah Terhune, international hedge fund and tax attorney.

Leading Media Content & Articles on Hedge Funds & International Tax Planning

Follow @HannahTerhune Read leading, cutting-edge articles on hedge funds and taxes by Hannah Terhune, hedge fund and international tax attorney. Her articles are widely published on the Internet and recommended by TheStreet.com and other respected media.
Capital Management Services Group, Inc. is a foremost professional authority in the hedge fund industry.  Ms. Terhune's numerous articles on hedge funds and international tax matters have appeared in publications worldwide. Read Our Leading Media Content and Articles by Hannah Terhune on Hedge Funds and International Tax Planning, Chances are, if you have read (or are reading) anything relating to starting a hedge fund, Ms. Terhune wrote it first. Read Our Client Comments and Read About Hannah Terhune on LinkedIn.  When you consult with us, you have access to a unique and very desirable blend of securities, tax, and business experience. Give us the opportunity to put our knowledge and expertise to work for you. We continuosly provide the highest quality services at competitive rates. Give us a call and let us prove all we can do for you.  You can get answers to your specific questions in a consultation. We are confident that when you are finished with your consultation you will be impressed and more informed about your business plans than before. The views expressed on this website are subject to change based upon new information, new technology, consideration of new perspectives and/or for no reason at all. This website exists for educational purposes and nothing on this website should be considered as legal advice.  Website content and design are copyrighted 2022© by Hannah M. Terhune and all rights are reserved.

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