Delaware Amendment of common stock par value
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How to fill out Amendment Of Common Stock Par Value?
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FAQ
Like most states, Delaware stock is typically issued with a nominal par value or even no par value. Delaware's franchise taxes are calculated in two ways. There's the "authorized shares method" that assigns value to each share and the "assumed par value capital method" that accounts for the corporation's assets.
A change in par value usually occurs when a company's stock is split. The par value is typically listed on stock certificates and usually does not represent the stock's actual value.
One of the benefits of incorporating a company in Delaware is the flexibility of the corporate structure. With stock amendments, you can increase or decrease the number of shares your Delaware company has authorized; you can also add or remove classes of stock and/or modify the par value of the stock.
Appraisal Rights (Section 262) Subject to the ?market out? exception, Section 262 of the DGCL has been amended to provide appraisal rights to stockholders in connection with a transfer, domestication, or continuance of the corporation in a foreign jurisdiction pursuant to Section 390 of the DGCL.
Limits on the Number of Shared Stock Specifically, Delaware's Division of Corporations will allow up to 1,500 shares of no par stock before you're hit with an additional filing fee. In the end, franchise taxes for high amounts of no par stock may prove to be very expensive.
If you already have par value and you want to raise or lower it, things are a bit more complicated. Typically, you can't just make an amendment saying you now have a new par value. Instead, the most common way that corporations change their par value is with a stock split (or reverse stock split).
Some states allow corporate stock to be issued with no par value. In this event, "no par value" should be printed on the stock certificates. Purchasers of no par value shares don't have to worry about being liable to corporate creditors if they pay too little for the shares.
In Delaware, where setting a par value is typical ? the value is set forth in the Certificate of Incorporation ? founders often list a minimal par value for the corporation's common stock. It is rare to see a value above $. 01, and more often the value is set at something like $. 001 or $.