dumb question, do you have to dissolve it if you never did any business with it?
Yes. Inaction got this fellow HN user in trouble: https://news.ycombinator.com/item?id=18394413
Ask HN: Has anyone dissolved a Stripe Atlas company?
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Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#22I’m in the process of dissolving my stripe atlas Delaware c Corp. it’s been a nightmare year for me and legal fees. For anyone who plans on bootstrapping a software biz, check out my blog post https://leojkwan.com/stipe-atlas-beware/
> Last year, my company SuperFit was selected to Y Combinators’ online startup school program. If you don’t know, Y Combinator is a popular tech incubator in Mountain View, California that, in exchange for 7% of your company for a 130k seed investment~, provides support, mentorship and the most popular platform for showcasing your startup’s purpose to investors and the world.
"Startup school" is not Y-Combinator's main program. You have phrased it in a way to make the reader think you've been accepted to the "main" incubator. I suggest you make your wording clearer.
Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#23Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#24(I work at Stripe.) You can email us and we’ll introduce you to a lawyer who can assist you with winding down the company. In the simplest case this costs $500. Speaking generally, the complexity depends on what you’ve done with the company. Dissolving a company which has had a paper existence but never done anything is straightforward; shutting down a company with material operations, payroll, legal commitments, etc…
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Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#25It sounds like people here have been recommending Wyoming or Nevada over Delaware, for bootstrappers. Can anyone explain why, or point to a blog post that compares forming LLC's in Wyoming/Nevada vs. Delaware?
Delaware has a well-developed body of law dealing with corporations, but not LLCs. Wyoming has a well-developed body of law dealing with LLCs, since they originated in the state. I've never heard of Nevada being a particularly good location for incorporation any sort of business entity that wasn't physically located in Nevada... Generally, you should incorporate/organize in the state in which you are physically locat…
Nevada has been generally seen as a state friendly to cryptocurrency efforts. However, that doesn't carry through to the federal level very well. Anyone trying to work in this field would do well to look at offshore incorporation.
Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#26Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#27Earlier quoted context omitted.
Yes. The tax man still cometh otherwise.
but who do they come for? The corporation itself that never did any business and has no assets/liabilities/transactions?
The business still has obligations to file tax returns and other annual and potentially quarterly documents, even if it has no assets and was never involved in any transactions. If you have such an entity, definitely find an accountant and get them to help you sort it out because the late filing fees are likely accumulating whether you're aware of it or not. Someone's name is on those articles of incorporation and the government isn't just going to forget that entity exists. From what I understand, California is even more aggressive about these sort of fees than the federal government but I don't know that for a fact.
Re: Ask HN: Has anyone dissolved a Stripe Atlas company?
#28I’m in the process of dissolving my stripe atlas Delaware c Corp. it’s been a nightmare year for me and legal fees. For anyone who plans on bootstrapping a software biz, check out my blog post https://leojkwan.com/stipe-atlas-beware/
I read this post twice and I'm still not sure I understand what the Stripe nightmare is. It sounds like you and your accountant feel you'd have been better off with an LLC. That's very likely! We're a growing company with employees, payroll, equity ownership, vesting, and significant revenue and we're still an LLC and will be for the foreseeable future. But if we decided to go raise funding, Stripe Atlas seems like t…
How would a conversion from an LLC to a C Corp impact your decision to vest owner equity over 10 years? Asking only out of curiosity.