We (3 founders) have incorporated a company in Delaware. All 3 of us are non-U.S. citizens and we do not even reside in the U.S.. Could you direct me, if there can be any tax liability on us as individuals in the U.S. since we hold shares of a company based in the U.S.?

I ask this to know about any tax consequences bequeathed upon us due to possessing the shares of a U.S. based company in the long term, and to decide if and how to opt for the Section 83(b) election in the short term, since mine is a Restricted Stock Purchase and I do not have a U.S. Taxpayer ID as required in that election.

Any help is greatly appreciated.

Thanks,

Puneet

Very good blog here mate! I am in the process of incorporating and offshore company to deal in Precious Metals Trading. I would appreciate if you could advise me in the start-up share allocation for a company authorised to raise $1m .

Share Authorisation –IBC2

One Million Shares

Par Value US$1 per Share

Share Classification

Class A Share

1 Share = Common Stock Full Voting Rights

Subscribed to by IBC 1

Class B Share

999,000 Shares = Common Stock or Preferred Stock (I think Preferred Stock)? NO Voting Rights

Allocation Maximum 49 % = 489,510 shares Subscribed to Private Equity Investors, however it will only equate to start with towards the initial capital required for one consignment value to be traded within a normal trading cycle, so it will not be that 49 % of Class B Stock is fully issued to start with. Probably in the range of 4-5% of available shares would be allocated per trade.

The value of our shares offered/allocated would be in that what investors would be willing to pay for them in return for a company that has a;

1) Good concept
2) Good business plan
3) Good ROI
4) No future IPO'S will be entered into
5) No dilution of fixed share value -the reason I say fixed value is that shares allocated /issued will be a set capital value required to enter that trade cycle. Prior preferred stock issues will have priority for dividends as per ROI for their respective cycles, as well as priority over common stock holders. So no pre-emptive rights or subscription warrants are necessary.

The Other 50 % of Stock will not be made available to start with and will be held in reserve so as to avoid hostile takeovers as such I don’t think there could be as IBC 1 owns IBC 2. Would that be right?

Also I would think that would avoid major hassle with Venture capital funding as they wouldn’t be interested in lack of common stock and we wouldn’t be interested in hostile takeovers any way’s.

Thank you in advance if you answer me

tommy

I am incorporating my business in California. It's a small Private Catering Company and it's basically a one person operation. My lawyer is asking me about a number of shares to be issued and I don't know what's best for tax purposes. I don't really know how it works the more shares are to be issued the more you pay in taxes? The lawyer tells me they normally issue 200 shares, which compared to the numbers I see in these posts seem pretty low. Can you please give me some advice. Thank you.