Quote: (03-03-2014 10:52 AM)worldwidetraveler Wrote:
Quote: (03-03-2014 10:47 AM)jamaicabound Wrote:
Quote: (03-03-2014 10:01 AM)worldwidetraveler Wrote:
The main problem is you will be running the company from the state you are in now. That means there is nexus in that state. I know there are tax implication, but I wouldn't know about how it impacts regulations wise.
The state can say you really run the business from there since you live there regardless if you move it out of state. Lawyer up.
Yeah taxes will come into play but I think the bigger issue is what my state constitutes as doing business in my state. It seems most states dont explicitly state that doing banking in the state means your doing business here or holding a meeting here doesn't necessarily mean your doing business here. The one thing that definately does is doing sales in a state which is why I had the idea of a workaround of my business out of state actually takes the sales, my seperate business in the state is just does order fulfillment but doesn't engage in sales or anything else. Basically we pay a seperate business owned by us to ship our orders so really its a shiipping busines in my state and not a regulated industry. All that said my state is known for basically trying to say anything is doing business in the state so they can extort some money out of you.
I thought of this initially becaues amazon does some clever things to avoid state taxes and union stuff, I imagine I'd need a good lawyer to set something like this up if it can even be done.
I don't believe where you do your banking comes into play. At least from the research I did on foreign companies.
What does come into play is if you are doing day to day operations from your home state. That is what constitutes nexus from my understanding.
Say you live in Cali but have a company in Nevada. If you do day to day business operations from your home, in Cali, then you have nexus in Cali. Now if you stayed in Nevada during the week and traveled back home to Cali you would be able to dispel the nexus argument.
Again, this if just from my understanding.
Amazon and a lot of the tech companies have offices in the states they are licensed. Amazon was getting hit with nexus in states that had affiliates sending traffic for commissions.
This stuff all gets very confusing and it seems much is left up to interpretation but here's what I found...
ACTIVITIES THAT DO NOT CONSTITUED TRANSACTING BUSINESS IN ILLINOIS CORPORATIONS
(Pursuant to the Illinois Business Corporation Act of 1983)
1. Maintaining, defending or settling any proceeding;
2. Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;
3. Maintaining bank accounts;
4. Maintaining offices or agencies for the transfer, exchange, and registration of the corporations own securities or maintaining trustees or depositaries with respect to those securities;
5. Selling through independent contractors;
6. Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if orders require acceptance outside the State before they become contracts;
7. (blank)
8. (blank)
9. Owning, without more, real or personal property;
10. Conducting an isolated transaction that is completed within 120 days and that is not one in the course of repeated transactions of a like nature; or
11. Having a corporate officer or director who is a resident of this State.
ACTIVITIES THAT DO NOT CONSTITUED TRANSACTING BUSINESS IN ILLINOIS LLC'S
(Pursuant to the Illinois Limited Liability Company Act)
1. Maintaining, defending or settling any proceeding;
2. Holding meetings of the managers or members or carrying on other activities concerning internal company affairs;
3. Maintaining bank accounts;
4. Maintaining offices or agencies for the transfer, exchange, and registration of the limited liability company’s own securities or maintaining trustees or depositaries with respect to those securities;
5. Selling through independent contractors;
6. Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if orders require acceptance outside the State before they become contracts;
7. Owning, without more, real or personal property;
8. Conducting an isolated transaction that is completed within 120 days and that is not one in the course of repeated transactions of a like nature; or
9. Having a member or manager who is a resident of this State.
ACTIVITIES THAT ABSOLUTLY REQUIRE QUALIFICATION IN ILLINOIS
This list is a general representative of the activities conducted in a foreign state that are sufficiently regular, systematic, extensive and continuous to trigger the qualification requirements in most states:
1. Accounting;
2. Advertising;
3. Banking;
4. Construction;
5. Sales; and
6. Third Party Sales.