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									http://www.paopen4business.state.pa.us/default.asp ID: Simona DeFeo Password: i82MUCH

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Error! OBTAIN A REGISTERED AGENT A registered agent must have a physical (street) address in Delaware. For a list of some of the businesses or individuals that act as registered agents, click: Registered Agents. SELECT TYPE OF BUSINESS ENTITY Choose between a Corporation, Limited Partnership, Limited Liability Company, Limited Liability Partnership or Business Trust. RESERVE NAME Since the name of your entity must be different from the name of any other entity incorporated/formed in Delaware, you may want to reserve its name prior to filing your Certificate of Incorporation/Formation. A corporate name may be reserved by telephone for 30 days by calling (900) 420-8042. A fee of $10 will appear on your telephone bill. You may reserve up to 3 names per call. Limited Partnerships, Limited Liability Companies, Limited Liability Partnerships, and Business Trusts must file an application to reserve a name. Fees for filing such applications are shown at: http://www.state.de.us/corp/corpfee3.htm#NameReserv. For more information on how to file a name reservation application, please call the Division of Corporations at (302) 739-3073. (NOTE: The person who submits the entity's Certificate of Incorporation/Formation mentioned below, should also reserve the name in order to avoid a delay in processing the document. Documents that contain a name reserved by one person, but submitted by someone else, will not be processed until the person who reserved the name cancels the reservation in writing.) FILL OUT CERTIFICATE OF INCORPORATION/FORMATION To obtain a sample form, call the Division of Corporations at (302) 739-3073, or contact your registered agent. Sample forms are also available on the Internet at http://www.state.de.us/corp/forms.htm. SUBMIT COMPLETED CERTIFICATE TO DIVISION OF CORPORATIONS Mail or fax your completed Certificate to the Division of Corporations at the address or fax number shown at http://www.state.de.us/corp/phone.htm. Filing fees, which must be paid at the time of filing, are listed at http://www.state.de.us/corp/corpfee3.htm. Please enclose a cover letter instructing where a receipt and any requested certified copies and/or good standing certificates should be forwarded.

FOR ADDITIONAL INFORMATION ON

INCORPORATING IN DELAWARE
VISIT OUR WEB SITE AT http://www.state.de.us/corp
PLEASE NOTE: Amount in column one equals the minimum filing fee tax, receiving and indexing fee, and county certificate fee. The filing fee tax may be more for the fees indicated below with an asterisk (*). For a more detailed explanation of the fee calculation, CLICK HERE. In addition to the fees listed below, Domestic corporations must pay county recording fees of $15 plus $9 for each document page. Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Incorporation *$50.00 $20.00 $100.00

$50.00 Domestication $110.00 $20.00 $100.00 $50.00 and Incorporation *$50.00 $20.00 Correction to: Certificate of Incorporation *85.00 $20.00 $200.00 $100.00 Certificate of Amendment/Restated/Retire. *$100.00 $20.00 $200.00 $100.00 Certificate of Designation/Change of Agent $75.00 $20.00 $200.00 $100.00 Certificate of Merger/Ownership $145.00 $20.00 $200.00 $100.00 Certificate of Dissolution $110.00 $20.00 $200.00 $100.00 Termination or Amendment to: Certificate of Incorporation *$85.00 $20.00 $200.00 $100.00 Certificate of Amendment/Restated/Retire. *$100.00 $20.00 $200.00 $100.00 Certificate of Designation/Change of Agent $75.00 $20.00 $200.00 $100.00 Certificate of Merger/Ownership $145.00 $20.00 $200.00 $100.00

Certificate of Dissolution $110.00 $20.00 $200.00 $100.00 Change of Agent/Office $75.00 $20.00 $100.00 $50.00 Change of Agent/Office (non-stock) $5.00 $20.00 $100.00 $50.00 Blanket Change of Office/Name $120.00 $20.00 $200.00 $100.00 Resignation of Agent w/appointment $70.00 +$2 per corp $20.00 $200.00 $100.00 Resignation of Agent w/o appointment $2.50 $20.00 $200.00 $100.00 Certification of Designation $75.00 $20.00 $100.00 $50.00 Certificate of Amendment *100.00 $20.00 $100.00 $50.00 Certificate of Retirement $100.00 $20.00 $100.00 $50.00 Restated Certificate of Incorporation *$100.00 $20.00 $100.00 $50.00 Merger (plus taxes if DE merging out) $145.00 $20.00 $200.00 $100.00

Dissolution: 274 - Before Beginning Business $110.00 $20.00 $200.00 $100.00 275 - Stock (plus taxes to dissolve) $110.00 $20.00 $200.00 $100.00 276 - Non-stock $110.00 $20.00 $200.00 $100.00 391 - Short Form (plus taxes to dissolve) $10.00 $20.00 $200.00 $100.00 Revocation $80.00 $20.00 $100.00 $50.00 Renewal (plus taxes to renew) $75.00 $20.00 $200.00 $100.00 Transfer and Continuance of Domestic Corp. $1000.00 $20.00 $200.00 $100.00

Corporations - Foreign
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-hour Fee Qualification $150.00 $20.00 $100.00 $50.00 Merger $50.00 $20.00 $100.00 $50.00 Amendment $70.00

$20.00 $100.00 $50.00 Change of Business Purpose $50.00 $20.00 $100.00 $50.00 Change of Agent $70.00 $20.00 $100.00 $50.00 Resignation $2.50 $20.00 $100.00 $50.00 Withdrawal $80.00 $20.00 $100.00 $50.00

Limited Partnerships (Foreign & Domestic)
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Limited Partnership $200.00 $20.00 $100.00 $50.00 Limited Partnership Domestication $200.00 $20.00 $100.00 $50.00 Amendment $200.00 $20.00 $100.00 $50.00 Restated $200.00 $20.00 $100.00 $50.00 Cancellation (plus taxes to cancel) $200.00 $20.00 $200.00 $100.00

Restoration $200.00 $20.00 $100.00 $50.00 Blanket Change of Office/Name $50.00 $20.00 $200.00 $100.00 Resignation of Agent w/appointment $50.00 +$2 per LP $20.00 $200.00 $100.00 Resignation of Agent w/o appointment $2.50 $20.00 $200.00 $100.00 Merger (plus annual taxes if DE merging out) $200.00 $20.00 $200.00 $100.00 Termination or Amendment of Merger $200.00 $20.00 $200.00 $100.00 Correction/Corrected Certificate $200.00 $20.00 $200.00 $100.00 Transfer or Continuance of Domestic L.P. $200.00 $20.00 $200.00 $100.00 Conversion of Certain Entities to a L.P. $200.00 $20.00 $200.00 $100.00 Revival of Domestic Limited Partnership $200.00 $20.00 $200.00 $100.00

Business Trusts
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee

Certified Copy (each) Same Day Fee 24-hour Fee Certificate of Trust $100.00 $10.00 $100.00 $50.00 Amendment $100.00 $10.00 $100.00 $50.00 Restated $100.00 $10.00 $100.00 $50.00 Cancellation $100.00 $10.00 $200.00 $100.00 Correction/Corrected Certificate $100.00 $10.00 $200.00 $100.00 Termination or Amendment $100.00 $10.00 $200.00 $100.00 Merger $100.00 $10.00 $200.00 $100.00

Limited Liability Company Domestic & Foreign
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-hour Fee Certificate of Formation $50.00 $20.00 $100.00 $50.00 Limited Liability Company Domestication $50.00 $20.00 $100.00

$50.00 Amendment $50.00 $20.00 $100.00 $50.00 Restoration $50.00 $20.00 $100.00 $50.00 Restated $50.00 $20.00 $100.00 $50.00 Correction/Corrected Certificate $50.00 $20.00 $200.00 $100.00 Cancellation (plus annual taxes to cancel) $50.00 $20.00 $200.00 $100.00 Blanket Change of Office/Name $50.00 +$2 per LLC $20.00 $200.00 $100.00 Resignation of Agent w/appointment $2.50 $20.00 $200.00 $100.00 Resignation of Agent w/o appointment $2.50 $20.00 $200.00 $100.00 Merger (plus annual taxes if DE merging out) $50.00 $20.00 $200.00 $100.00 Termination or Amendment of Merger $50.00 $20.00 $200.00 $100.00 Transfer or Continuance of Domestic LLC $50.00 $20.00 $200.00

$100.00 Conversion of Certain Entities to a LLC $50.00 $20.00 $200.00 $100.00 Revival of Domestic LLC $50.00 $20.00 $200.00 $100.00

Registered Limited Liability Partnerships
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Application (per partner) maximum $120,000 $100.00 $20.00 None None Renewal (per partner) maximum $120,000 $100.00 $20.00 None None Withdrawal $100.00 $20.00 None None Resignation w/o appointment $10.00 $20.00 None None Blanket Change of Name/Address $50.00 +$2 per LLP $20.00 None None Blanket Resignation of Agent w/Appt. $50.00 +$2 per LLP $20.00 None None Amendment $100.00 $20.00 None None

Trademarks
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee New Application $35.00 $20.00 None None Renewal $35.00 $20.00 None None Assignment $35.00 $20.00 None None

Unincorporated Nonprofit Association
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Appointment of Agent $50.00 $20.00 $100.00 $50.00 Amendment $50.00 $20.00 $100.00 $50.00 Resignation $50.00 $20.00 $100.00 $50.00

Redomestication of Insurance Company
PLEASE NOTE: *VARIES IF INCREASING STOCK Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Domestication $110.00 $20.00

$100.00 $50.00 and Incorporation *50.00 $20.00 Restated *$100.00 $20.00 $100.00 $50.00

Alternative Dispute Resolution
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Agreement-Domestic $100.00 $20.00 $100.00 $50.00 Agreement-Foreign $1000.00 $20.00 $100.00 $50.00 Revocation-Domestic $100.00 $20.00 $100.00 $50.00 Revocation-Foreign $1000.00 $20.00 $100.00 $50.00

Delaware Worker's Cooperative Act
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type State Tax & Filing Fee Certified Copy (each) Same Day Fee 24-Hour Fee Acceptance $100.00 $20.00 $100.00 $50.00 Amendment $100.00 $20.00 $100.00 $50.00 Restated

$100.00 $20.00 $100.00 $50.00 Cancellation $100.00 $20.00 $200.00 $100.00 Corrected Certificate $100.00 $20.00 $200.00 $100.00

Banks
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type Fee Certified Copy (each) Same Day Fee 24-Hour Fee Making and Issuing Cert. of Incorporation $10.00 None None Making Certified Copy of Art. of Association $10.00 $5.00 None None Making Certified Copy of Cert. of Incorporation to keep on file $5.00 $5.00 None None

OTHER SERVICES
Certificate Type Fee Same Day Fee 24-Hour Fee Preclearances $250.00 Same as document being precleared Certificate Type Fee Same Day Fee 24-Hour Fee Record Searches $30.00 $40.00 $30.00

Good Standings
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type Fee

Quantity Charges a. Short: Domestic/Foreign $20.00 1-3 Certificates $ 40.00 Same day Limited Partnership $20.00 $ 30.00 24-hour Business Trust $10.00 4-6 Certificates $ 70.00 Same day Limited Liability Company $20.00 $ 60.00 24-hour Limited Liability Partnership $20.00 7-10 Certificates $100.00 Same day $ 90.00 24-hour More than 10 $150.00 Same day $100.00 24-hour b. Long: Domestic $100.00 1-3 Certificates $ 70.00 Same day Limited Partnership $100.00 $ 50.00 24-hour Business Trust $10.00 4-6 Certificates $100.00 Same day Limited Liability Company $100.00 $ 80.00 24-hour Limited Liability Partnership $100.00 More than 6 $200.00 Same day $100.00 24-hour

Certified Copies
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 *ADDITIONAL $1.00 PER PAGE TO COPY. Certificate Type Fee Quantity Charges a. Domestic *$20.00 1-4 Documents

$ 50.00 Same day b. Foreign *$20.00 $ 40.00 24-hour c. Limited Partnership *$20.00 5-10 Documents $ 70.00 Same day d. Business Trust *$10.00 $ 50.00 24-hour e. Limited Liability Company *$20.00 11-20 Documents $100.00 Same day f. Limited Liability Partnership *$20.00 $ 70.00 24-hour 21-30 Documents $150.00 Same day $ 90.00 24-hour More than 30 $200.00 Same day $100.00 24-hour

OTHER FEES
PLEASE NOTE: Priority 1 (2-Hour) Service is also available at a cost of $500 Certificate Type Fees Annual Reports a. Plain Copies $5.00 first page plus $1.00 for each additional page per report requested -- $20.00 for 24-hour only b. Certified Copies $20.00 to certify plus $1.00 per page per report requested (see Certified Copies for expedited fees) Certificate Type Fees Any Special Certificates (i.e. Certificates referencing Change of Name, Merger, Void, etc.) $20.00 (see short form Good Standing for expedited fees) Plain Copies Priority 1 (2-Hour) Service is also available at a cost of $500. a. Corps. $5.00 first page plus $1.00 for each additional page per corporation. (24-hour service only $20.00 per Company if requested with an annual report) b. L.P., LLC, LLP $5.00 first page plus $1.00 for each additional page per entity c. Business Trust $1.00 per page Certificate Type Fee Same Day Fee 24-hour Fee Apostille $10.00 $50.00 $40.00

Name Reservations Fees Limited Partnership (120 days; submission of application required) Reservation $75.00 Transfer $75.00 Cancellation $75.00 Limited Liability Company (120 days; submission of application required) Reservation $75.00 Transfer $75.00 Cancellation $75.00 Limited Liability Partnership (120 days; submission of application required) Reservation $75.00 Transfer $75.00 Cancellation $75.00 Business Trust (120 days; submission of application required) Reservation $50.00 The Low-Tax State. Nevada The outstanding tax climate in Nevada is one of the best reasons to do business in the state. This tax structure also clearly distinguishes Nevada as offering a business environment very few states can match. In Nevada there is:  No corporate income tax.  No personal income tax.  No franchise tax on income.  No inheritance or gift tax.  No admissions tax.  No unitary tax.  No estate tax.*  Competitive sales and property tax rates.  Minimal business tax--$25 per FTE per quarter.

Nevada offers a simple, fast and less costly process of incorporation. Incorporation in Nevada is handled through the Office of the Secretary of State. No minimum initial capital is required and annual filing fees are nominal. In addition, there are limited reporting and disclosure requirements.

Funding Are there any loans for small businesses, minorities, women, or disabled individuals? Where can I get them and how much can I get them for? There are loans specifically geared towards small and new businesses. Because these loan amounts, programs, and types can change, contact your local bank or talk to your local Small Business Development Center office. They will be able to give you more information. How long will it take me to get a business loan? Largely that depends on the type of loan you want and the amount of the loan. If you are looking for a personal line of credit for $10,000 or less, the bank may approve you on the spot. If you are looking for larger loans or business mortgages, the approval process could take as long as 2-3 months. Whatever type of loan you request, you can speed up the process by making sure you have all the information that the bank needs, including credit references and business plans. The more prepared you are, the smoother the lending process will be. Can I get a business loan if I have bad credit? Does my credit rating have any effect on my business credit? Your personal finances play an integral part of the business' credit worthiness. If you have damaged credit, it will be more difficult to obtain a loan for your company. Being incorporated does not necessarily get around bad credit. If the business has not been in operation long enough, or if the corporation does not have enough assets as collateral, the lending institution will ask you to personally guarantee loans. In that case, the bank will ask to see your personal finance history (previous tax filings) and will inquire about your credit rating. Can I get a business loan if I have had to declare a bankruptcy? Generally this is the most difficult situation in which to get a loan. Having a bankruptcy on your credit history within the past seven years is considered to be the highest risk category to many banks. This will cause your search for business funding to be much more difficult. However, if you have mitigating circumstances, make sure the lending institution knows about this beforehand. If you have an explanation for the bankruptcy that the bank can accept, then perhaps the bank may offer you a loan despite the bankruptcy. The most important thing to do is to be prepared with all the documentation that you can get to support your case, and let the lending institution know of your situation before it looks at your credit report. (Banks don't like surprises.) The SBDC can help you review the situation and suggest alternatives.


								
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