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Nebraska Corporation

For Nebraska Corporation prices and State fees, please visit the costs page for forming a Corporation in Nebraska.

Nebraska corporation has a couple options for taxation. Standard "C" corporations have one major disadvantage, "double taxation". This situation is when the corporation pays corporate income tax and the shareholders pay income tax on the distribution of the profits, or dividends. In order to have the corporation to be taxed as a partnership or sole proprietorship, the corporation can elect "S corporation" tax status. This requires one additional document to be filed. The "S" election means that the corporation’s profits "pass through" to the shareholders who pay taxes individually, this way there is only one level of taxation.

Nebraska corporation must observe some operating formalities and maintain its separate legal status. Holding shareholder meetings, at least annually, is one of these formalities. At these meetings the corporation shareholders discuss and decide on critical business matters and approve actions taken by the corporation for the operating period. These meetings should be recorded in the form of meeting minutes, this is a legal record that shows the shareholders are approving actions and the officers are indemnified by the stockholder approval of the business actions.

The board of directors acts as a managerial body for the corporation. A corporate director is a member of this body and is generally elected by the shareholders. Each director must attend meetings of the board, which must be held no less than once a year. Directors must make sure that major corporate actions are clearly written and were taken behalf of the corporation. Directors have a fiduciary responsibility to the shareholders to keep their best interests in mind.

Nebraska Corporation
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