When deciding to form a business in Baltimore, Columbia, Silver Spring, Annapolis or elsewhere in Maryland, you should review and evaluate the most recent state laws and regulations that apply to your specific company and, most importantly, seek the advice of a qualified professional who has experience with Maryland corporations like yours. You may want to consider information that could help you determine whether forming a corporation or limited liability company (LLC) in Maryland is right for you.
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Business owners who incorporate in Maryland experience the peace of mind derived from the limited liability protection a corporation provides. Maryland corporations can protect your personal assets, since they cannot be used to satisfy debts and liabilities of the corporation. A corporation's limited liability protection also shields its shareholders from any claims arising from lawsuits.
A Maryland corporation's board of directors and officers enjoy the same limited liability protection as do the corporation's shareholders.
Unless you elect to have a special “pass through” tax status with the Internal Revenue Service (IRS) by filing an IRS Form 2553, your Maryland corporation will enable you to shelter and retain more income since a corporation files tax returns and pays its income taxes (at generally lower tax rates than do individuals) while the individual shareholders report and pay personal income taxes only on monies paid them by the corporation. Although shareholders are required to pay taxes on income from dividends paid by the corporation even though income taxes were previously paid by the corporation (called “double taxation”), a Maryland C corporation can facilitate the accumulation of earnings.
Forming a corporation in Maryland should make it easier to get additional capital than it would be with some of the other types of businesses. You can issue and sell stock or a variety of other financial instruments as evidence of interest in the corporation and ownership in Maryland corporations can be easily transferred through the issuance or transfer of stock.
Employees would normally prefer to work for a corporation rather than a proprietorship or partnership and a Maryland corporation has the advantage of being able to attract, motivate and retain quality employees by offering stock option and bonus plans.
Maryland corporation owners working in the business are employees and are therefore eligible for certain fringe benefits such as group insurance plans, retirement and profit sharing plans, and tax-favored stock option and bonus plans. In addition, the corporation allows owners to reduce self-employment taxes.
A Maryland corporation is a separate legal entity and, in a sense, immortal and perpetual since it does not end with the death of a shareholder owner as do some of the other business types.
If you're a small business owner who has chosen to incorporate in Maryland, you may struggle in deciding which type of incorporation is best. At MaxFilings, we hope to clearly distinguish the advantages and disadvantages of starting an LLC vs. a corporation, whether to classify your business as an S Corp or C Corp, and give you a better idea of which option will provide the best results for your continued financial and operational success.
|Limits personal liability|
|Ownership structure||Unlimited owners||Unlimited shareholders||No more than 100 shareholders (US citizens or resident aliens only)|
|All business income/loss passed through to owners each year|
|Owners pay personal income tax on profits|
|Business must pay corporate income tax|
|Recognized outside of the US|
|Flexible management structure|
|Annual Meeting Requirement|
A Maryland corporation's name must include one of the following words or an abbreviation of one of those words: “Corporation”, “Incorporated”, “Limited” or “Company” (provided it is not preceded by “and” or a symbol for “and”). The name must be distinguishable from the names of any other entities organized or authorized to transact business in Maryland as well as names reserved or registered under the state's laws. The corporation's name cannot contain language stating or implying that it is organized for a purpose other than that allowed by its articles of incorporation.
A Maryland corporation shall have at least one director. Subject to provisions under the state's laws, a corporation shall have the number of directors provided in its charter until changed by its bylaws. The corporation's charter or bylaws can establish qualifications for directors. Unless required by its charter or bylaws, directors need not be shareholders in the corporation.
Officers of a Maryland corporation shall be elected by the board of directors unless otherwise provided in the bylaws. A corporation must have a president, a secretary, and a treasurer and may also have any other officer(s) provided for in its bylaws. If permitted by its bylaws, the same person may hold more than one office in the corporation provided they do not serve concurrently as both its president and vice president. A person holding more than one office cannot act in more than one capacity to execute, acknowledge, or verify an instrument required by law to be executed, acknowledged, or verified by more than one officer.
Maryland corporations shall hold an annual shareholders' meeting to elect directors and transact any other business within its powers. Special shareholders' meetings may be called by the president, the board of directors, any other person authorized to do so in the charter or bylaws, or when requested by the required percentage of shareholders in accordance with provisions set forth in the state's laws.
Regular or special board of directors' meetings may be held at any place in or out of Maryland unless otherwise provided in its charter or bylaws.
Visit the Comptroller of Maryland website.
*For complete and current information concerning Maryland corporations, visit the state's official website. The information listed above is not an attempt to present all you need to know when forming a corporation in Maryland but rather to call your attention to some basic information and requirements you may want to know as you submit information to form your corporation or LLC.
MaxFilings is committed to helping business owners just like you. Here are a few reasons why MaxFilings stands out as the resource of choice when forming a Maryland corporation:
Competitive, Transparent Pricing. There's never any obligation to order and there's no charge for saving your information – you only pay your incorporation fees when you're ready to order. View our competitive pricing - it includes all state fees and other charges, so you'll have no surprises later.
Convenience & Ease of Use. MaxFilings helps you get organized in an orderly way and you set the pace – you can save all your incorporation information in one handy spot online and make changes anytime until you're ready to incorporate…or you can order your incorporation online right now!
Secure & Confidential. As a MaxFilings user, you can rest easy knowing that all your information is completely safe. We use industry-recognized security safeguards for storing and processing your orders, ensuring stringent data security for as long as you want to keep it with us.
Partner Perks. As you incorporate, you need to think about growing and promoting your new corporation. MaxFilings' online promotions partner SEO Advantage offers you expert services in PR, web development, search engine marketing, website optimization and graphic design.
Best of all, your satisfaction is 100% guaranteed!
If you're ready to form a Maryland corporation, you can start entering your information now. You're under no obligation, and there is no charge until you actually place your order.
Wondering what happens after you submit your incorporation order to us? Have questions about using MaxFilings to incorporate your business or form an LLC? Here you'll see basic questions about our system that can help make your experience smooth and hassle-free. FAQ About MaxFilings