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Where should I incorporate?
A corporation is not required to incorporate in the state where it is located; therefore you can incorporate in any of the 50 states. There are several considerations involved in deciding where to incorporate, including the cost of incorporation, tax laws, and general laws governing the actions and liabilities of corporations. You can choose to incorporate in the state that is most advantageous to you. There are many advantages to forming a Florida corporation.
There are some potential disadvantages of not incorporating in another state (such as Delaware), if your business is located in Florida. If the corporation is sued, it may be called upon to defend itself in the other state. In addition, the corporation may have to pay fees required to do business as a foreign corporation in other states in which it does business. The corporation may also be potentially exposed to taxation by more than one state if it does the bulk of its business outside the state of its incorporation.
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