A S S E T P R O F I L E . C O M

SHELF COMPANIES FOR ARIZONA  .  BUILD CORPORATE CREDIT  .  LIMITED LIABILITY

(307) 237.2580

ENHANCE YOUR BUSINESS PLAN WITH A SHELF CORPORATION OR LLC FROM WYOMING, MONTANA OR NEW MEXICO; FOR USE IN ARIZONA.

$1995 for an eight year old shelf company for a limited time.  Ask for the list here

HOME ARIZONA SHELF CORPORATIONS AND ARIZONA SHELF LLC'S  

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Do I acquire a Arizona shelf company or a shelf company from another state?

ARIZONA CORPORATIONS AND LLC'S ARE NOT A FUNCTIONAL OPTION TO BUILD BUSINESS CREDIT.

At first glance, AZ LLC's don't require an annual report.  This looks inexpensive at first glance.  There are obvious problems with the AZ LLC.

1.  When filing the AZ LLC is filed, the members are disclosed.  This means that the public knows what you own in the LLC, and that makes you a target.  Anyone who considers suing you will definitely take that into consideration as low hanging fruit in collecting a court judgment.  It will also be a motivating factor to sue you in the first place.  Therefore, the AZ LLC is not a good choice in terms of incorporating at all.  In fact, there's no reason to incorporate in AZ, and there's no reason to buy an aged shelf Arizona company, unless you live in AZ.

2.  The Arizona shelf company is the worst choice to use when building business credit.  Why?  The State of Arizona requires the disclosure of the LLC's members.  In addition, the LLC members must be updated with the membership changes.  And why is this important?  Banks and financial companies reset the age of the company to zero (0) when the owners/members change.  This means that if you buy an aged Arizona shelf company, you are stuck!  The change of owners/members will result in a reset of the company's age to zero(0), and you will not reap the benefits of acquiring an aged shelf company.

THE SOLUTION:

Acquire an aged Montana shelf company and then file it in Arizona.  Montana doesn't require reporting of the company's owners.  An Arizona resident may acquire a Montana shelf company, file the shelf company in Arizona as a foreign corporation, and start to do business--all without filing a change of ownership in Arizona.  Yes, Arizona will require disclosure of the owners.  But the change of ownership from the incorporator to the customer is not reported.  Since the customer acquired the Montana company before it was filed in Arizona, the Arizona filing is then considered the first such filing in Arizona.  The change of ownership already took place before the company files in Arizona.  The customer is then considered the first owner.  For the above reasons, any Arizona resident looking to build business credit is much better off using an aged Montana shelf company filed to do business in Arizona as a foreign corporation.

When are AZ LLC's

Please consider these issues:

1.  FEES:  When acquiring any shelf company, you are paying the fees that the previous owner paid, maintenance fees plus a premium.  This means that a quality shelf company from ARIZONA is extraordinarily high because of the incorporation and maintenance costs.

On the contrary, a company from Wyoming or New Mexico cost less to form and maintain.  Therefore, the cost of the shelf company is less. 

2.  BUSINESS LICENSES & REPORTS: Further, ARIZONA requests that the owners are disclosed on annual reports and licenses.  Lacking these AZ licenses are a problem when applying for corporate credit.  And since these licenses (if they would exist), don't have your name on them, a change of ownership is evident. 

The states of Wyoming and Mexico don't ask for information on the owners of the companies.  Therefore, any change of ownership is not reported.  Remember that a change of ownership may be reset the date of the shelf corporation or shelf LLC.

ANSWER:  BUY A SHELF CORPORATION FOREIGN TO THE STATE OF ARIZONA.

This is the best solution for several reasons:

a.  The company costs less to acquire.

b.  A change of ownership is not reflected when the shelf company is acquired.

c. Maintenance costs are lower in Wyoming and New Mexico.  Maintenance costs with the ARIZONA Secretary of State are too high.  This means you pay less with a shelf company from Wyoming or New Mexico.

d.  When the WY or NM company files, as a foreign corporation or foreign LLC in ARIZONA, it appears that the company is expanding into that state.

Would you like a list of the available shelf companies from Wyoming and New Mexico?  Please request the list  here.


SOURCE:  http://www.azcc.gov/divisions/corporations/faqmanual.asp#rc

FREQUENTLY ASKED QUESTIONS
CORPORATE FILINGS

1) HOW DO I FILE?

ANSWER:  Visit the Commission’s Corporations Division Website and download the proper forms, fill them out, sign and turn them in with the appropriate monies.  You need to do a preliminary name search to see if the name you have chosen for the new entity is available before you submit your documents; check here: PRELIMINARY NAME SEARCH.  Another option is to contact legal counsel to prepare your documents.  Corporate and limited liability company names can be reserved for 120 days for a fee of $10. You may reserve a name on-line. For more information on filing name reservations on-line, please see our site at: Name Reservations.

 2) WHERE DO I FILE?

 

ANSWER: Turn in the completed documentation to the Corporations Division of the Arizona Corporation Commission:

PHOENIX OFFICE

TUCSON OFFICE

1300 W. Washington, 1st floor
Phoenix, AZ 85007

400 W. Congress Street Ste 221
Tucson, AZ 85701

Hours are Monday - Friday, 8:00 a.m. - 5:00 p.m., except state holidays.

Additionally, the Corporations Division accepts fax filings. The fax number for corporate filings is 602-542-4100. Those who use this option must arrange for the payment of the necessary fees. Typically, fax filers have set-up Money on Deposit (MOD) accounts with the Commission.

3) HOW DO I DETERMINE WHICH TYPE OF FORMS TO USE?

ANSWER: Consult with legal counsel and financial consultants to determine which business entity is best for you. Commission staff cannot give legal or tax advice. Should you decide to create a corporation or limited liability company, you must then file with the Corporations Division of the Commission. Entities from Arizona need DOMESTIC forms. Entities based primarily out of Arizona who transact business in Arizona, need FOREIGN forms. Entities that are nonprofit in nature need NONPROFIT versions of the forms.  Please download the appropriate forms at FORMS.

3.A) HOW LONG DOES IT TAKE FOR MY FILING TO BE PROCESSED?

Depending on the type of service you requested please Click Here to review our current time frames for processing.

4) WHAT PROCESS SHOULD I USE TO MAKE SURE THAT THE DOCUMENTS ARE CORRECT THE FIRST TIME THEY ARE SUBMITTED?

ANSWER: We suggest that both legal counsel and those who are filling out the forms by themselves use the instructions that is part of this material. Please download the forms with individual instructions at FORMS. You may also view form packets at Filing Packets. Thoroughly read the directions, and follow them as you complete the documents.

5) HOW MUCH DOES IT COST TO INCORPORATE?

ANSWER: The answer depends on what type of entity is being created and if they require extra services. Customers can view the fees at the following web site:

CORPORATION FEES

LIMITED LIABILITY COMPANY FEES

Acceptable forms of payment are Cash, Check,  Money Orders or Money on Deposit Accounts.  Credit card payments are accepted when you electronically file for Annual Reports, Name Reservations or a Good Standing Cetificate. Credit Card payments are also accepted in the local (Phoenix office) for counter customers and for those customers that have money on deposit account. Please make check or money order payable to the Arizona Corporation Commission.  To avoid delay in processing documents, submit payment with your forms.

6) WHAT ARE THE DIFFERENT ADVANTAGES OF AN LLC AND A CORPORATION?

ANSWER: The various advantages or disadvantages depend upon your business needs. Consult with legal counsel and financial consultants to determine which business entity is best for you. The Arizona Department of Commerce, Small Business Services, has a Comparison of Business Structures chart in their on-line Step-by-Step Checklist to Start, Expand or Operate a Small Business in Arizona. Visit their web site at www.azcommerce.com/smallbiz.  

After you have made a decision, please go to the Corporation Division’s web site to obtain the appropriate forms. Please refer to questions 3 and 4 above for additional information and web site links.

7) WHAT IS A "CLOSE" CORPORATION?

ANSWER:  Generally, It is a corporation with a simplified management structure. Refer to A.R.S. §10-1801 for specific provisions and filing requirements at ARS STATUTES Title 10.

8) AFTER A WITHDRAWAL OR DISSOLUTION TERMINATION IS FILED, WHAT DOES THE CORPORATION RECEIVE?

ANSWER:  Upon the completion of either a dissolution or withdrawal, the corporation receives a filed copy of the Application for Withdrawal or the Articles of Dissolution.

Upon the completion of a termination (LLC), the limited liability company receives a Certificate of Termination.

9) CAN A CORPORATION CHANGE ITS INCORPORATORS?

ANSWER:  No, One becomes an incorporator only by signing the Articles of Incorporation and delivering them or causing them to be delivered to the Commission. This cannot be changed after the fact.

10) WHEN IS AN APPLICATION FOR NEW AUTHORITY FILED?

ANSWER:  When a corporation changes either of the following: its corporate name or the name under which it has obtained authority to transact business in this state; its period of duration, or the state or country of its incorporation.  Please refer to A.R.S. §10-1504 at ARS STATUTES Title 10.

11) DOES A FOREIGN CORPORATION EVER FILE AN AMENDMENT?

ANSWER:  Yes. Pursuant to A.R.S. §10-1504, whenever the Articles of Incorporation are changed or restated, they must file a certified copy within 60 days of the date of filing. 

12) WHAT SUPPORTING DOCUMENTS ARE NEEDED AMENDING A FOREIGN CORPORATION?

ANSWER:  An Application for New Authority or regular amendment must be evidenced by a copy of the document effecting the change, authenticated by the official having custody of the corporation records in the state or country under whose laws the corporation is formed.

13) WHAT IS THE FEE FOR A FOREIGN LLC TO MERGE?

ANSWER:  $50.

14) WHAT ARE THE SUPPORTING DOCUMENTS?

ANSWER:  You need to submit Articles of Merger. Please refer to A.R.S.§ 29-752, 29-753 & 29-754 at ARS STATUTES Title 29.

15) HOW DO I FILL OUT THE AMENDMENT FORM FOR THE LLC?

ANSWER:  You can download the form and instructions at LLC AMENDMENT FORM.

16) DO I USE THE OLD NAME OR THE NEW NAME WHEN FILING AN AMENDMENT TO CHANGE A NAME?

ANSWER:   Both are referenced in the Amendment. You must tell us the name of the corporation whose Articles are being amended and the new name to which it is being amended.

17) HOW DO I INCORPORATE?

ANSWER:  Please refer to A.R.S. §10-202 at ARS STATUTES Title 10 to become a corporation or A.R.S. §29-632 at ARS STATUTES Title 29 to form a limited liability company.  Also refer to questions 1-5 above for additional information.

18) HOW DO I CHANGE FROM A "SOLE PROPRIETORSHIP" TO AN "INC?"

ANSWER:  Sole proprietorships become corporations by filing Articles of Incorporation.  (Please refer to questions 1-5 above.)  If a sole proprietor wishes to become a partnership, contact the Arizona Secretary of State at 602-542-6187 or their web site http://www.azsos.gov.

19) CAN I FILL OUT THE FORM ON THE INTERNET AND E-MAIL IT IN?

ANSWER:   No, currently electronic filing has only been implemented for Annual Reports and Name Reservations.  All of the other forms are provided in PDF format that does not allow you to "fill in the blanks”.

20) CAN I USE MY CREDIT CARD?

ANSWER:  Acceptable forms of payment are Cash, Check,  Money Orders or Money on Deposit Accounts.  Credit card payments are accepted when you electronically file for Annual Reports, Name Reservations or a Certificate of Good Standing. Credit Card payments are also accepted in the local (Phoenix office) for walk in customers and for those customers that have money on deposit account. Please make check or money order payable to the Arizona Corporation Commission. To avoid delay in processing documents, submit payment with your forms.

21)  HOW CAN I GET A LIST OF ALL THE NEW CORPORATIONS IN ARIZONA?

ANSWER:  Please see page 1 of the Public Reproduction Request Form (Ad-Hoc) for instructions on how to submit your request.

22) HOW MANY OFFICERS DO YOU NEED TO START A CORPORATION ?

ANSWER:  None. The board of directors may appoint the officers after incorporation.

23) WHAT ARE THE DIFFERENCES BETWEEN THE LIABILITY COVERAGE FOR AN LLC AS OPPOSED TO A CORPORATION?

ANSWER:  Generally, both offer liability protection. However, there are various matters which can effect the protection. You should contact your attorney or tax consultant.

24) WHAT IS THE DIFFERENCE BETWEEN A MEMBER AND MANAGER IN A LLC?

ANSWER:  The Limited Liability Company can be Member Managed or Manager Managed. Essentially this means that if the entity is member managed, then any member can make decision to bind the company. If it is manager managed, then only the manager(s) can make decisions to bind the company.

25) WHO IS A MEMBER IN AN LLC?

ANSWER:    A member may be an individual or an entity that owns an interest in the LLC. All members in an LLC must be listed, unless the LLC is manager managed.  If it is manager managed, then only those members who own 20% interest or greater interest in the capital or profits must be listed.

26) WHAT IS THE DIFFERENCE BETWEEN A "C" CORPORATION AND AN "S" CORPORATION?

ANSWER:   Generally, a "C" corporation, for tax purposes, is considered a completely separate entity from its owners. It is a complex structure, subject to double taxation - Corporate and Shareholder levels (profits and dividends).

Generally,  an "S" corporation may elect not to be subject to federal corporate income tax.  The shareholders, however, claim the corporation's profit (dividends) and losses as part of their personal income tax. The Internal Revenue Service imposes specific requirements upon each. For assistance in determining the criteria and implications of each and which best suit your needs, contact the Internal Revenue Service 800-829-1040. or legal counsel.

27) DO I NEED TO FILL OUT AN AMENDMENT FORM OR ARTICLES OF CORRECTIONS?

ANSWER:   Articles of Correction can only be used to correct an omission, error or attestation which does not materially alter any substantive provisions of a document. Articles of Amendment are necessary for general changes to the Articles unless such change is due to a non-substantive error. Please download the appropriate forms at FORMS.

28) WHAT IS A STATUTORY AGENT?

ANSWER:   A statutory agent is required for service of process in case the Corporation/Limited Liability Company is served with legal documents.  A statutory agent can be one of the following: An individual, domestic corporation, a limited liability company or a foreign corporation or a foreign limited liability company authorized to transact business in this state. If the statutory agent is an individual, they must be a resident of this state. Statutory agents must have a physical address in Arizona where due process can be served.  

29) HOW DO YOU CHANGE AN ADDRESS?

ANSWER:  By completing and filing a change of address form.  For general information please read: Address Changes.  If an Limited Liability Company, please use form LL0006 click here. If a business corporation use this form AR0009, click here.  You can download the forms from our web site located at: Forms.

30) HOW DO YOU CHANGE A STATUTORY AGENT?

ANSWER:   By completing and filing a change of agent address form. General statutory agent information is located at Agent Forms. Scroll down to the bottom of the instructions for web links to the appropriate Corporate or LLC form and download it.

31) WHY DOESN'T THE INTERNET DISTINGUISH THE DIFFERENCE BETWEEN ARTICLES OF DISSOLUTION AND APPLICATION OF WITHDRAWAL?  (I accidentally filled out the wrong form)

ANSWER:  It does. The names of the documents indicate the differences in their type. A domestic corporation dissolves (Articles of Dissolution). A foreign corporation withdraws its authority to transact business here (Application for Withdrawal).

Customers frequently ask why the instructions for Articles of Dissolution/Application for Withdrawal read: "If dissolving by incorporator or director and signature is acknowledged, Publication and Revenue clearance is not required, nor is there a filing fee." They want to know why they are rejected for not paying the dissolution fee from Form CF: 0032.

Dissolution by incorporators or directors is applicable only to corporations that either:

1) Have not issued shares or commenced business (profit).

2) Have no members or members entitled to vote on the dissolution and have not commenced conducting affairs (nonprofit).

If a corporation does not meet this criterion, then it must pay the filing fee and publish. The instruction sheet covers all forms of dissolution or withdrawal. That is why the exception is bolded as a NOTE:

32) HOW LONG CAN A CORPORATION DO BUSINESS IN ARIZONA WITHOUT FILING AN APPLICATION FOR AUTHORITY AND IS THERE ALWAYS A FINE?

ANSWER:   Pursuant to A.R.S. §10-1501 a corporation SHALL NOT transact business in this state without obtaining authority from the Commission. In addition to late Annual Report filing penalties (if applicable) which are always imposed pursuant to A.R.S. §10-1502.D. the Attorney General may bring an action to recover an additional penalty of up to one thousand dollars.

However, there are specific types of business which do not constitute transacting business in Arizona, i.e. interstate commerce. The exemptions are enumerated in A.R.S. §10-1501.B. The list, however, is not exhaustive, and therefore, the Commission cannot determine if a corporation must obtain authority to transact business in Arizona. Responsibility is then upon the Superior Court. You can refer to the statutes at ARS STATUTES Title 10 for additional information.

33) DO ALL BUSINESSES HAVE TO REGISTER WITH THE COMMISSION?

ANSWER:  Generally, One can go into business without incorporating, i.e. Sole Proprietor, Partnership. For limitation of liability of personal assets a business MAY incorporate or may choose to form a limited liability company.

34) WHAT ARE THE ADVANTAGES OF BEING A REGISTERED CORPORATION?

ANSWER:  Generally,  Limitation of liability and some possible tax advantages. Contact the Internal Revenue Service, your attorney or tax consultant.

35) WHAT KINDS OF BUSINESSES DO NOT HAVE TO REGISTER WITH THE COMMISSION?

ANSWER:   Any business unless a specific licensing authority requires incorporation. Otherwise, incorporating is a personal decision offering advantages and disadvantages. Consult with an attorney or tax consultant.

36) WHAT IS A FRANCHISE?

ANSWER:  Generally a franchise is a contractual agreement between a person or entity and an established business for the use of the name, structure, reputation, management policies and expertise of the business for a specified period of time.  The Arizona Department of Commerce, Small Business Services, has information on franchises in their online Step-by-Step Checklist to Start, Expand or Operate a Small Business in Arizona.  Visit their web site at www.azcommerce.com/smallbiz.  

37) WHAT IS A DBA?

ANSWER:   DBA is an acronym for: "doing business as".

Contact the Arizona Secretary of State's Office to obtain a trade name under which you plan to "Do Business As. Also, the County Recorder's office will file DBA's as a fictitious name.

1. How does it differ from a regular corporation?

A DBA is generally a trade name which a company or corporation may use to do business as irrespective of its actual (true) name. If a corporation uses a DBA, however, the DBA cannot include the word incorporated or an abbreviation thereof.

38) DO LIMITED LIABILITY COMPANIES HAVE TO  FILE ANNUAL REPORTS?

No, the statutes do not require LLC's to file annual reports as Corporations do. However, LLC's must still report any changes to their known place of business address, statutory agent, or members/managers. Address changes or agent appointments may be done on the LLC statement of change form.  Adding or removing members/managers must be done on the LLC amendment form .

39) HOW CAN I SPEAK TO A PERSON OR CUSTOMER SERVICE REPRESENTATIVE?

ANSWER:  By calling the appropriate department number below:

Corporate Filings:       602-542-3026

Annual Reports:          602-542-3285

Records:                    602-542-3026

You may also send an e-mail via our web site.  For Corporate filings CLICK HERE, for Annual Reports CLICK HERE, and for Records CLICK HERE.

 

ANNUAL REPORTS

LLC's are not required to file annual reports with the Arizona Corporation Commission, Corporations Division.

1) CAN I ELECTRONICALLY FILE (E-FILE) MY ANNUAL REPORT?

ANSWER: Many Profit Business, Professional, Non Profit, Corporate Sole or Co-Op's can now e-file. Business trusts and close corporations can not electronically file their annual report at this time. Please go to the Corporation’s web site to determine if you can file your Annual Report electronically at: Annual Report Instructions or visit www.azcc.gov/divisions/corporations/electronicallyfiling.asp

2) CAN I HAVE MY ANNUAL REPORT EXPEDITED?

ANSWER:   Yes, you may expedite your annual report by including a check for the $35.00 expedite fee per annual report when you mail it in. If you electronically file your annual report and choose the expedited fee, your report is processed in real time. To view more information click here.

If you mail in your annual report,  mark "Expedite" on your envelope and the enclosed check. This identifies the process and is routed to the proper department.  If you have already submitted an annual report by mail and would like to expedite, please mail the check with your file number and copy of the report to the annual reports special handling section.

3) WHEN WILL MY ANNUAL REPORT BE PROCESSED?

 ANSWER:  Processing times vary even when a document is e-filed, to view our current processing times, Click here.

4) HOW DO I GET AN ANNUAL REPORT FORM?

ANSWER:   You have three options to obtain an annual report:

Option 1:     FILE ELECTRONICALLY. File the annual report online. Please go to our website quick link at  http://starpas.azcc.gov. Enter the file number, indicated above, in the box under ‘Electronic Filings’ for Annual Report and click ‘GO’.  On the next screen, select the box ‘E-File an Annual Report Online’. Please follow all instructions.

Option 2:    PRINT & MAIL THE ANNUAL REPORT. You can print a form or complete a fillable annual report form on our website. Please go to our website quick link at http://starpas.azcc.gov. Enter the file number, indicated above, in the box under ‘Electronic Filings’ for Annual Report and click ‘GO’. On the next screen,  select the box listed ‘Forms for Annual Reports to be printed and mailed’.

Option 3:   REQUEST THE ANNUAL REPORT FORM. Have the annual report MAILED OR FAXED to you.   

If you need the annual report form mailed to you or if you have any problems with options 1 and 2  contact  us at ARRequest@azcc.gov or call (602)-542-3285.. 

5) DOES THE PUBLIC HAVE ACCESS TO COPIES OF THE ANNUAL REPORT?

ANSWER:  Yes. The annual report is part of the official public record, including addresses cited. You can view an electronic image of any corporation’s approved Annual Report on the web by looking up the corporation, use the following link to search for your corporation and previously filed annual reports.  Click here to start a search.

NOTE: DO NOT put a social security numbers, tax identification numbers, employer identification numbers or any other personal information on any document or attachment(s) submitted to the Commission.

6) ARE THERE CERTAIN PARTS OF THE ANNUAL REPORT FORM I AM NOT ALLOWED TO UPDATE?

 ANSWER:   Yes, a corporation cannot change its annual report due date, its name or file number, the fee, or the number of shares authorized on the annual report.  In some cases an amendment is required. Example:  when changing the corporate name.  Please go to our website to download the forms and instructions at FORMS.

7) THE ANNUAL REPORT FOR OUR CORPORATION WAS RETURNED TO US FOR A CORRECTION.  THE NOTICE STATES WE HAVE 30 DAYS TO MAKE THE CORRECTION. WHAT IF WE PREVIOUSLY HAD AN EXTENSION? DO WE GET MORE TIME?

ANSWER:   NO, A.R.S §10-1622.E & 10-11622.D states the corrected reports must be "...delivered to the commission within thirty days after the effective date of the notice, [if] it is deemed to be timely filed." Extensions are only relevant for the initial report filing, not subsequent correction notices.

For Profit/Business Corporations, penalties begin to accrue pursuant to A.R.S. 10-1622.F.  If the corrections are not made with the 30 day period.  You can refer to the statutes at ARS STATUTES Title 10 for additional information. If you are unsure why your annual report was returned or are unsure of how to make the requested corrections, please contact the annual report section at 602-542-3285.

8) WHAT IS THE ANNUAL REPORTS SECTION'S PHONE NUMBER?

ANSWER:  (602) 542-3285, or FAX (602) 542-0082.  You may also send an e-mail via our web site at A.R. WEB.

Avoid Common Mistakes :

  • Don't forget to send in the proper fees. Each annual report must be accompanied by the filing fee of $45.00 for Business/Profit Corporations, $10.00 for Non-Profit Corporations. Make sure the check is properly completed and signed. For tracking purposes please write your file number on your check.  Please note: The Arizona Corporation Commission does not accept checks that do not have imprinted name and address of the account holder on them or checks drawn from non-U.S.banks. 
  • Penalty amounts must be attached if the report is overdue and you are a for profit corporation.  Penalties accrue until the report is filed/payment is made or until the corporation is administratively dissolved/revoked, which ever occurs first at a rate of $9.00 per month or fraction of the month, for Business/Profit Corporations. Penalties are dictated by law (A.R.S.10.1622.G). Corporations are responsible for their own tardiness. Nonprofit corporations are not required to pay penalties after January 1, 1999. If you are unsure of penalty amount, please call or email the annual report section.  
  • The Certificate of Disclosure must be complete - One box must be checked for section 10, 11A & 11B. Additionally, an officer of the corporation must verify the information, sign and date the report. See the instruction page of the annual report (p. 4, numbers 7 and 12) for signature requirements.
  • Examine your corporation's stated life/duration to make sure it is not in danger of expiring.
  • Make sure the Commission's form indicates the correct corporate information for your entity. Corrections and updates to the annual report form can be made by striking out incorrect data and neatly writing in corrections. Do not use metallic address stickers or highlighters because they do not scan and reproduce properly on our imaging system.

Follow These Suggestions to Keep Your Corporation from Being Revoked or Administratively Dissolved:

  1. If You Move, Tell Us: Address changes must be made in writing on either the annual report form or  Statement of Change form, CHANGE ADDRESS FORM.    Address changes are not accepted over the phone or by email because the form stating the address change must be executed (signed) by a duly authorized officer. The Commission is prohibited by law from taking any instruction about the corporate address from the U.S. Postal Service. Mail from the Commission cannot be forwarded. A.R.S. §§10-501, 10-1507, 10-3501 & 10-11507 require that all Corporations maintain a current address with the Commission. Corporations with undeliverable addresses are subject to revocation/administrative dissolution by the Commission.
  2. If Your Statutory Agent Moves, Tell Us: Again, statutes require that all corporation Statutory Agents keep a current address with the Commission. The annual report form now has spaces for both a physical address and mailing address. You must provide a physical street address for the statutory agent, when using a Po Box for mailing purposes. Strike incorrect addresses and neatly write the correct addresses in the space directly below or to the side. If a new agent is being appointed that agent must sign accepting appointment and they must reside in the State of Arizona, out of state statutory agents are not acceptable.
  3. Know Your Corporation's Annual Report Due Date So That You Can Submit The Report in a Timely Manner: All corporations must file an annual report once each year. The due date for the corporation is printed on the top, left side of the annual report form or if you get a reminder notice it is in middle of the notice. If your corporation fails to receive an annual report form in the proper time period, you can download one at the Corporation’s web site.  Limited Liability Companies are not required to file an annual report. 
  4. Use The Annual Report Form Provided by The Commission. Do Not Create Your Own Form -It's Against The Law. - Never change the corporate name, due date, filing number or fee amount printed on the form.
  5. Precisely Follow the Directions on Page Four of the Annual Report Form: Use the checklist provided.
  6. Check our division web site regularly at: www.azcc.gov/divisions/corporations for legal updates, instructions, or forms. Additionally, the Legislature's web site http://www.azleg.gov has the complete text of Title 10 (corporation law) and Title 29 (L.L.C. law).  Their site also lists bills being considered that affect these two titles.

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RECORDS SECTION

Acceptable forms of payment are Cash, Check, or Money Orders. We currently accept Master Card and Visa credit cards for the following items: Electronic on line documents (annual reports, name reservations and good standings). Visa and Master card are accepted in the (Phoenix office location) for documents filed in person or replenishing a money on deposit account. Please make check or money order payable to the Arizona Corporation Commission. To avoid delay in processing documents, submit payment with your forms.  

1) HOW DO I OBTAIN INFORMATION ABOUT AN OLD STOCK CERTIFICATE OR OLD CORPORATION?

ANSWER:   You need to send a copy of the old stock certificate to the Corporate Records Section. We will research the certificate and let you know the status of the corporation. If the corporation is still active, we will notify you so you may obtain copies of documents, which will provide information regarding the value of the stock. The process usually takes approximately 3-4 weeks to research.

2) HOW DO I OBTAIN COPIES OF DOCUMENTS?

ANSWER:   The commission charges 50 cents per page for copies. You may either come into our offices or send a check "Not To Exceed $10.00" with a request stating the name of the corporation and the documents of which you would like copies. There is an additional charge of $5.00 for each document for an LLC. Turn around time is usually 4-5 days unless you expedite the request. Expedited requests are an additional $35.00, which means we have the request processed within twenty-four hours of receipt.

3) HOW DO I OBTAIN THE NAMES OF THE ANY OFFICERS/DIRECTORS OF A CORPORATION?

ANSWER:   You can get the president and secretary from the web, under "list corps by agent". Additionally, an electronic image of the latest Annual Report for many corporations is also available on this web site by looking up the corporation and then looking for a block icon under the Annual Reports section for the corporation.  The second page of the report lists the officers and directors.

 

4) HOW DO I OBTAIN A CERTIFICATE OF GOOD STANDING?

ANSWER: Certificates may be obtained on line at CLICK HERE or you may send your request to the Corporate Records Section. The cost for the Good Standing is $10.00. To expedite your request, there is an addition $35.00 fee.

5) WHAT IS A MONEY ON DEPOSIT ACCOUNT?

ANSWER:  A money on deposit account is a prepaid account used for various services on a regular basis.  

(5.A) HOW DO I OPEN A MONEY ON DEPOSIT ACCOUNT?

ANSWER:  Please go to the web site at Records Money on Deposit Account

6) HOW DO I CHANGE A CORPORATION/LLC OR STATUTORY AGENT ADDRESS?

ANSWER:   CLICK HERE for general information on the web and CLICK HERE for the appropriate forms.

Please Note:  There is a $5.00 charge for filing a change of address or agent for a LLC.

7) HOW DO I CHANGE OR RESIGN A STATUTORY AGENT?

ANSWER:  CLICK HERE for general information on the web and CLICK HERE for the appropriate forms.

Please note: there is a $10.00 filing fee for filing a resignation of agent for a corporation.

8) HOW DO I OBTAIN A STATUTORY AGENT?

ANSWER: The Arizona Corporation Commission does not maintain a list of people or Corporations/Limited Liability Companies that serve as statutory agents.  Arizona does not require statutory agents to register with the state. Per A.R.S. §10-501.2,  &  §29-604 A statutory agent who may be either:

(a) An individual who resides in this state.

(b) A domestic corporation formed under this title.

(c) A foreign corporation authorized to transact business in this state.

(d) A limited liability company formed under title 29.

(e) A limited liability company authorized to transact business in this state.

______________________________________________________________________

STARPAS SYSTEM

1) WHAT IS THE STARPAS SYSTEM?

ANSWER:  The State of Arizona Public Access System (STARPAS), provides access to corporation and limited liability company records on file with the Arizona Corporation Commission, Corporations Division. The database also includes names of limited partnerships, partnerships and trade names because it is joined with the Secretary of States office database, for the purpose of name availability searches. Individuals may search for corporate business entities such as limited liability companies, business, nonprofit and profit and foreign corporations. They may also search for statutory agents or agent addresses.

2) WHY WOULD I USE THIS DATABASE AND THE INFORMATION AVAILABLE ON THE WEB?

ANSWER:  To look up information on a specific Corporation or Limited Liability Company. Information regarding corporate names and addresses, corporate status, business type, officers, directors, and annual reports are available. Detailed information on trade names, trademarks and limited partnerships, can be viewed at the Secretary of State’s web site http://www.azsos.gov business services section.

3) HOW DO I SEARCH OR LOOK UP DETAILED INFORMATION ON THE DATABASE?

ANSWER:  Use the STARPAS Web Search Instructions. Press the word "Instructions" on the top of the STARPAS main menu or to view instructions

4) WHAT IF NONE OF THE ON-LINE WEB SEARCHES FIT MY NEEDS?

ANSWER:  Special extracts from the Corporations Division STARPAS data base are available. Examples include type of business, nonprofit or profit designation, foreign authority and limited liability companies.

The extract does not include information from the Secretary of States Office. To get extracts of trade names, trademarks, limited partnership, you will need to contact the Secretary of States Office, Customer Service Business Center, 14 North 18th Ave, Phoenix, AZ 85007. Their main phone number is 602-542-4285. Trade name section phone number is 602-542-6187.

5) WHAT IS AN "AD-HOC REQUEST?"

ANSWER:  An Ad-Hoc request is extracted data from our database.  For further information, please see page 1 of the Public Reproduction Request Form.

6) WHAT TYPE OF INFORMATION CAN WE GET?

ANSWER:  Basic information:  such as file number, corporate name, corporate address, statutory agent name and address, domicile, county, incorporating date, approval date, president, secretary, members and managers and their addresses. Other more detailed information is available. To view the layout of this information click here Data Base Record Layout.

7) WHAT ARE THE MOST COMMON TYPES OF AD-HOC REQUESTS?

ANSWER:  Homeowner associations, new business filings within a specific time frame, business corporation types: Examples - nonprofit, profit or business type.

8) CAN WE GET THE NUMBER OF MEMBERS?

ANSWER:  Yes.

9) ARE THERE FEES FOR AN AD-HOC REQUEST FOR CORPORATE DATABASE INFORMATION?

ANSWER:  Yes.  If you need information beyond what is available via the free web site, there are fees.  See fee listing on page 1 of the Public Reproduction Request Form.

10) WHAT FORMS OF PAYMENT ARE ACCEPTABLE?

ANSWER:  Check, cash, money order or Money on Deposit account.  To avoid any delay in processing your Ad-Hoc request, please submit payment along with your Public Reproduction Request Form.

11) CAN YOU E-MAIL THE FILE?

ANSWER:  We do not recommend electronically mailing the complete files of our entire database. Based on past experience, some electronic mail systems have limitations on receiving large files. We can e-mail smaller, Ad-Hoc requests. Examples - extract of all new businesses within the last six months.

12) CAN I GET THE FILE OR LIST IN SPECIFIC AREAS FOR THE SAME COST?

ANSWER:  Yes.  If you are requesting an Ad-Hoc file or list, for example by: county, city, state or zip code.

13) ARE PHONE NUMBERS AVAILABLE?

ANSWER:  No.  Phone numbers are not available on the database and therefore, they cannot be provided.

14) IS THERE FINANCIAL INFORMATION AVAILABLE?

ANSWER:  No.

15) HOW DO I ORDER AN AD-HOC REQUEST FOR DATA INFORMATION?

ANSWER:  You will need to fill out the Public Reproduction Request form and submit it with your payment to:

Arizona Corporation Commission
Information Technology Division
1200 West Washington Street
1st Floor
Phoenix, Arizona 85007

If you cannot access this form via the internet we can fax, mail or e-mail the form to you by contacting the IT Division at 602-364-4433 or by sending a request via e-mail to: itsupport@cc.az.gov.

 

 

 

Aged shelf corporations and LLC's offer no tax advantages.  We're not attorneys.  We're not tax advisors.

QUICKIE ARIZONA REFERENCE FOR DOCUMENTS


ARIZONA

MAIN STATE WEBSITE

Corporations & LLC’s

 

Phoenix Office
Arizona Corporation Commission
1300 W. Washington St.
Phoenix, AZ 85007

 

Tucson Office
Arizona Corporation Commission 
400 W. Congress, 2nd Floor
Tucson, AZ 85701

 

Corporations Division
Patricia L. Barfield - Director 

(602) 542-3026
1-800-345-5819 (in Arizona only)

 

29-1105. Law governing foreign limited liability partnerships

A. The laws of the state or other jurisdiction under which a foreign limited liability partnership is formed or created govern relations among the partners and between the partners and the partnership, and the liability of partners for obligations or the partnership.

B. A foreign limited liability partnership may not be denied a statement of foreign qualification by reason of any difference between the laws of another jurisdiction under which the foreign limited liability partnership is formed or created and the laws of this state.

C. A statement of foreign qualification does not authorize a foreign limited liability partnership to engage in any business or exercise any power that a limited liability partnership may not engage in or exercise in this state as a limited liability partnership.

 

KNOWN PLACE OF BUSINESS ADDRESS

 

 

Corporations and limited liability companies are required to provide a known place of business address in Arizona, and that address must be a street or physical address. See A.R.S. §§ 10-202, 10-501, 10-502, 10-504, 29-604, 29-605, and 29-632. The Arizona known place of business address may be the same as the street address of the statutory agent. Id.

 

The Corporations Division of the Arizona Corporation Commission will not accept post office box or private mail facility addresses for the known place of business address for corporations and limited liability companies. If the known place of business address listed on any document submitted to us is not a street or physical address, the document will be rejected.

 

Is your Annual Report due?

Where Do I Start?

FAQs

Document processing times

Search for an entity

Check name availability or reserve a name

Forms

Fee and payment information

Get a Certificate of Good Standing

Request copies of documents

Service of process information

General business information

Newspaper listing for publication

Contact the AZ Corporations Division

Name Search

 

CORPORATION FORMS INSTRUCTIONS   PURPOSE OF FORM
Annual Report Extension Request   Instructions C002i     Obtain an extension to file a corporation annual report.
Certificate of Disclosure*   Instructions C003i     Required to form a corporation or to obtain authority to transact business in Arizona. Credit unions file this annually.
Certificate of Disclosure Felony / Judgment Attachment*   Instructions C004i     Attachment to Certificate of Disclosure only - do not submit as a stand-alone document.
Certificate of Disclosure Bankruptcy Attachment*   Instructions C005i     Attachment to Certificate of Disclosure only - do not submit as a stand-alone document.
Application to Reserve Corporation Name   InstructionsC006i      Reserve a corporation name for 120 days.
Application to Register Foreign Corporation Name   Instructions C007i     Foreign corporations only - register the corporation name for a year.  *This is not a grant of authority to transact business in Arizona.
Notice of Transfer of Corporation Name Reservation   Instructions C008i     Transfer an approved corporation name reservation.
Notice of Cancellation of Approved Corporation Name Reservation or Registration    Instructions C009i     Cancel an approved corporation name reservation.  *Do not use this form to dissolve a corporation.
Articles of Incorporation - For-Profit    Instructions C010i     Create or form an Arizona for-profit or professional corporation.
Articles of Incorporation - Nonprofit   Instructions C011i     Create or form an Arizona nonprofit corporation.
For-Profit - Certificate Concerning Restated Articles Of Incorporation with Restated Articles Of Incorporation or Amended and Restated Articles Of Incorporation   Instructions C012i     File this with restated or restated and amended articles of incorporation. Arizona for-profit or professional corporations only.
Nonprofit - Certificate Concerning Restated Articles Of Incorporation with Restated Articles Of Incorporation or Amended and Restated Articles Of Incorporation   Instructions C013i     File this with restated or restated and amended articles of incorporation. Arizona nonprofit corporations only.
Articles of Amendment - For-profit   Instructions C014i     Amend corporation articles of incorporation. Arizona for-profit or professional corporations only.
Articles of Amendment - Nonprofit   Instructions C015i     Amend corporation articles of incorporation. Arizona nonprofit corporations only.
Corporation Statement of Change of Known Place of Business Address, Principal Office Address, or Statutory Agent   Instructions C016i     Change statutory agent, Arizona address, or foreign corporation address in other jurisdiction. For use by Arizona or foreign corporations.
Officer/Director/Shareholder Change Form   Instructions C017i     Change officer or director information. For use by all corporations.
Application for Authority to Transact Business or Conduct Affairs in Arizona   Instructions C018i     Any foreign corporation may seek authority to transact business or conduct affairs in Arizona.  
Application for New Authority to Transact Business or Conduct Affairs in Arizona   Instructions C019i     Foreign corporations that change name, duration, state of incorporation by amendment or merger.
Articles of Domestication - For-Profit   Instructions C020i     Transfer for-profit corporation domicile to Arizona.
Articles of Domestication - Nonprofit   Instructions C021i     Transfer nonprofit corporation domicile to Arizona.
Articles of Dissolution   Instructions C022i     Voluntarily dissolve any Arizona corporation.
Application for Withdrawal    Instructions C025i     Foreign corporations only - voluntarily withdraw from Arizona.
Statement of Bankruptcy or Receivership*   Instructions C026i     Any corporation that has filed for bankruptcy must submit this form.
Statement of Bankruptcy or Receivership Major Stockholder Attachment*   Instructions C027i     Attachment to Statement of Bankruptcy - do not submit as a stand-alone document.
Statement of Bankruptcy or Receivership Other Corporation Attachment*   Instructions C028i     Attachment to Statement of Bankruptcy - do not submit as a stand-alone document.
Statutory Agent Resignation    Instructions C029i     Statutory agent may resign from that appointment.
Articles of Correction   Instructions C031i     Correct a non-substantive error in a previously-filed document (example - typographical errors).
Incorporator Attachment         Attachment only - do not submit as a stand-alone document.
Director Attachment         Attachment only - do not submit as a stand-alone document.
Officer Attachment         Attachment only - do not submit as a stand-alone document.
Shareholder Attachment         Attachment only - do not submit as a stand-alone document.
Shares Authorized Attachment         Attachment only - do not submit as a stand-alone document.
Shares Issued Attachment         Attachment only - do not submit as a stand-alone document.
Trustee Attachment         Attachment only - do not submit as a stand-alone document.
Voting Attachment         Attachment only - do not submit as a stand-alone document.
Statutory Agent Acceptance   Instructions M002i     New statutory agents must sign, and acceptance must be submitted with document making the appointment.

 

 

LIMITED LIABILITY COMPANY FORMS   INSTRUCTIONS     PURPOSE OF FORM
Application to Reserve Limited Liability Company Name   Instructions L001i     Reserve an LLC name for 120 days.
Notice of Transfer of Limited Liability Company  Name Reservation   Instructions L002i     Transfer an approved LLC name reservation.
Notice of Cancellation of Approved LLC Name Reservation   Instructions L003i     Cancel an approved LLC name reservation.  *Do not use this form to terminate an LLC.
Articles of Organization   Instructions L010i     Create or form a limited liability company (LLC).
Articles of Amendment    Instructions L015i     Amend LLC articles of organization -  Arizona LLCs only - covers most types of amendments.
Articles of Amendment - Short Form   Instructions L016i     Amend LLC articles of organization -  Arizona LLCs only - covers only a few types of amendments.
Articles of Amendment to Application for Registration    Instructions L017i     Foreign LLCs only - amend information on the application for registration.
LLC Statement of Change of Known Place of Business Address or Statutory Agent   Instructions L020i     Change statutory agent or Arizona address. For use by Arizona or foreign LLCs.
LLC Statement of Change of Manager or Member Addresses   Instructions L021i     Change manager or member addresses only. For use by Arizona LLCs only. (Foreign LLCs use Articles of Amendment to Application for Registration.)
Application for Registration of Foreign Limited Liability Company   Instructions L025i     Any foreign LLC may seek registration to transact business in Arizona.  
Certificate of Cancellation of Foreign LLC Registration   Instructions L026i     Foreign LLCs only - voluntarily withdraw registration in Arizona.
Articles of Correction   Instructions L030i     Correct a non-substantive error in a previously-filed document (example - typographical errors).
Articles of Termination   Instructions L031i     Voluntarily terminate an Arizona LLC.
Statutory Agent Resignation   Instructions L032i     Statutory agent may resign from that appointment.
Manager Structure Attachment         Attachment only - do not submit as a stand-alone document.
Member Structure Attachment         Attachment only - do not submit as a stand-alone document.
Amendment Attachment - Managers         Attachment only - do not submit as a stand-alone document.
Amendment Attachment - Members         Attachment only - do not submit as a stand-alone document.
Statutory Agent Acceptance   Instructions M002i     New statutory agents must sign, and acceptance must be submitted with document making the appointment.

 

 

MISCELLANEOUS FORMS   INSTRUCTIONS     PURPOSE OF FORM
Cover Sheet         All documents must be submitted with a Cover Sheet.
Statutory Agent Acceptance   Instructions M002i     New statutory agents must sign, and acceptance must be submitted with document making the appointment.
Expedite Pending Document Request   Instructions M004i     Get faster processing on a previously submitted document that has not yet been examined.
Records Request Form         Request copies of documents or information on old entities.
Public Records Request, Database Extraction         Request information from the Corporations Division database (do not use to request documents from a specific entity).
MOD Account Application         Apply to open a Money-On-Deposit (MOD) Account
MOD Account Change Form         Change users or address on MOD account
MOD Account Funding Form         Add money to a MOD account
MOD Account Closing Form         Close a MOD account

 

 


 

IS THIS INFORMATION CORRECT?  PLEASE SEE YOUR TAX ADVISOR.  CONFIRM BEFORE YOU FILE.

BUILDING CORPORATE CREDIT

Preparation for the building of corporate credit:

  • Lenders require full transparency.  This means your name is listed on the public record.
  • Don't use a nominee officer/contract officer if you're applying for corporate credit.
  • Lenders prefer companies that are at least two years old.
  • File the WY company in your home state as a foreign corporation
  • Obtain a commercial address where you intend to do business
  • Obtain the phone number, using the commercial address as the billing address
  • Register the phone number with 411 information services
  • Be honest on all applications for credit
  • You're ready!  Start building corporate credit.  Call 307.237.2580 for a referral.

ORDER PROCEDURE

1.  Choose the shelf company for acquisition

2.  We send a custom order form

3.  You approve the order and fax to our number, 702.920.8824

4.  We process the order after receiving payment

5.  The documents we have on file are sent via USPS Express Mail

6.  We order a new set of documents from the Secretary of State

7.  You provide an updated list of officers and the new company address

8.  You apply for the EIN and the bank account.

9.  You file the company in another state and update that information with us.


FILING YOUR SHELF CORPORATION OR SHELF LLC IN ANOTHER STATE?

NATIONWIDE SECRETARY OF STATES, UNDER CONSTRUCTION

Arkansas Secretary of State
 

Arizona Corporation Commission

Arkansas Secretary of State


California Department of Corporations

    > Complete breakdown here.  California Shelf Companies

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District of Columbia

 

Florida Secretary of State

     Florida Breakdown Here

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All forms

Corporation

LLC

 


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ASSETPROFILE.COM

SHELF COMPANIES  .  BUILD CORPORATE CREDIT

 

109 EAST 17TH STREET, SUITE 25, CHEYENNE WY 82001

Office 307.237.2580, Fax 702.920.8824,  EMAIL

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