Section 2

Reasons for Incorporating in Nevada

The corporation also has the right to sue and be sued in any court of law, to make contracts, and to hold, purchase, or transfer real and personal estate. Officers and agents can be appointed as necessary to manage the affairs of the corporation, and they should be fairly compensated. The corporation can create bylaws for the management of corporate activities, as long as they are consistent with the laws of the state and country. Other specific powers include the following.

1. To borrow money and incur debts as necessary to transact business and issue bonds, promissory notes, bills of exchange, debenture, and other obligations - whether secure or unsecured.

2. To guarantee, purchase, hold, sell, assign, transfer, mortgage, or pledge shares of the capital stock or bonds, securities, or other instruments of indebtedness.

3. To purchase, hold, sell, and freely transfer the corporation's own stock.

4. To have one or more offices and hold, purchase, mortgage, and convey real and personal property.

5. To do everything necessary and proper in order to carry out the purposes of the corporation as specified in articles of incorporation.

The corporation becomes a legal entity upon filing and acceptance of the articles of incorporation by the state. This is evidenced by a certified copy of the articles, which the state will return to the incorporators if a second copy is provided to them. The corporate entity ceases to exist when it is dissolved in accordance with the provisions specified by the state corporation laws.

The Spirit of Nevada

Howard Hughes was not the only tycoon to recognize Nevada as a land of opportunity. Today, many of America's largest corporations are choosing to make Nevada their kingdom, too–and for very good reasons.

Nevada ranks as one of the highest states in the nation for personal wealth. Residents have more spendable income due to less taxes, one of which is the lack of personal income tax. The state has been very successful at keeping taxes to a minimum, even though it is one of the fastest growing states in the country.

Nevada: "America's new zone for enterprise," is an attitude that the state has cultivated in an effort to attract new industry. Potential business clients of Nevada are referred to local development authorities who assist companies in solving major problems by accommodating their unique requirements. In some cases, legislation has been changed to encourage a new industry to enter the state.

From a corporate standpoint, the following are truly compelling reasons for deciding to incorporate your new business in Nevada.

1. Nevada easily transfers ownership, which can be anonymous. Shareholders' identities are not public record.

2. Stockholders are not required to hold meetings in Nevada.

3. Out-of-staters have the opportunity to visit Las Vegas, the fastest growing city in America, Reno, or Lake Tahoe and write it off as a business expense.

4. If you are considering relocating a company from another state to Nevada, use the services of one of the development authorities.

5. Nevada welcomes new corporations and residents with fast incorporation.

6. A variety of types of stock may be issued.

7. Nevada has some of the most liberal corporate laws of any state.

8. No minimum capital is required, and you can incorporate by mail.

9. Only one officer and director are required, and both positions may be held by the same person.

10. No state corporate income tax.

11. No state tax on corporate shares.

12. No state franchise tax.

13. No state personal income tax.

14. No IRS information sharing agreement.

15. Nominal annual fees.

16. Minimal reporting and disclosure requirements results in maximum privacy.

17. Stockholders, directors and officers need not live or hold meetings in Nevada or even be a U.S. citizen.

18. Directors need not be shareholders.

19. Nevada corporations may purchase, hold, own or transfer shares of its own stock.

20. Nevada corporations may issue stock for capital, services, personal property or real estate, including leases and options. The directors may determine the value of any of these transactions, and their decision is final.

21. A Nevada corporation is allowed to conduct business, have one or more officers and hold, purchase, convey real and personal property in this state and in any of several states, territories, possessions, and dependencies of the U.S., the District of Columbia and any foreign country.