Introduction
This article will walk you through the workflow for incorporating your company through Fidelity Private Shares. This process will prepare the necessary paperwork and guide you through the process of filing your company's Certificate of Incorporation with the state of Delaware, and will alert you when the filing process is complete.
The Incorporation Workflow
Let's Get Started
You can kick off the incorporation process from this page. If you have already created an account, you'll be prompted to sign in, otherwise, follow the steps to create a new account.
Once at the starting page, there will be information about the fees associated with the incorporation, as well as additional information and links to help as you get started. When you're ready, click Continue.
Enter Incorporator Address
Enter your incorporator’s address. Your incorporator is the person who signs the Certificate of Incorporation and prepares the Consent of Sole Incorporator which names the members of the board. You can read more about incorporators on our blog.
Check Your Company Name
Enter the legal name that your company will register with the state of Delaware. Select the suffix from the dropdown menu. If necessary, you can check with Delaware's name reservation database to ensure your name is unique.
NOTE: If you have already reserved a name with Delaware, please reach out to us as some additional information will be required.
Enter Charter Details
The information provided below will appear on your company's Charter. We default to 10,000,000 shares and a par value of $0.0001 as these are common figures used by many companies. For additional information on par value and the number of authorized shares, check out our blog posts, Par Value: More Than Zero, and The Dirt on Authorized and Issued Shares – An Infographic.
You can also indicate if you would like to manage your company's registered agent relationship on your own instead of having us do that for you (the fee for the first year is included in our incorporation package, and each year afterwards will be $100). More information on registered agent services can be found here. Click the link to add the information if you already have a registered agent.
Set Up Your Board
The next page allows you to designate members of your Board of Directors. (Check out our blog post, Smooth Sailing: Choosing the Right Number of Board Seats for more information on choosing your board.)
Click Add Board Seat and enter the information for each seat on your board. You can enter occupied seats as well ad adding empty seats, if applicable, to be filled at a later time. If any of these users are new to the platform, they will receive an email invitation to setup their account when the workflow is complete.
Checkpoint
Before continuing, take time to re view the generated documents that define the formation and legal structure of your company. If you need to make changes click on the Edit Document button, or click Back to go to previous steps in the workflow. Once you are ready, click Continue.
Provide Company Address
Add your company address. This information will be used as needed on legal documents, and for billing purposes to determine whether you are operating in a state that charges sales tax on software. This information is also shared with your Registered Agent (if obtained through Fidelity Private Shares).
Sign Documents
You will be asked to review and sign the Certificate of Incorporation (Charter) along with the Consent in Lieu of Meeting of Sole Incorporator. The Bylaws are not signed.
File Electronically
A summary of the Delaware filing fees as well as your platform subscription will display. Enter your credit card information to continue.
Click file offline if you wish to file on your own, but note that if you chose this, we will not file your Charter with Delaware and we will not engage a Registered Agent on your behalf.
Wait For Filing
Your documents are now queued to send to be filed with Delaware. This process will take several days. You can return to this Wait for Filing page at any time to check on the status of your company's incorporation. When your filed Charter is returned from Delaware, we will upload it to your account, and you'll receive an email letting you know your incorporation process is complete.
Additional Resources
Employee Identification Number (EIN)
Fidelity does not provide legal or tax advice.
Third parties mentioned and Fidelity Private Shares LLC are not affiliated.
Screenshots are for illustrative purposes only.
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