Up to two individuals can be reported as company applicants: the person who files the registration document (i.e. para legal) and the one primarily responsible for directing or controlling the filing based on decision-making authority (i.e. lawyer, accountant).
For the purposes of determining who is a company applicant, it is not relevant who signs the creation or registration document, for example, as an incorporator. To determine who is primarily responsible for directing or controlling the filing of the document, consider who is responsible for making the decisions about the filing of the document, such as how the filing is managed, what content the document includes, and when the and where the filing occurs. The following three scenarios provide examples:
- Scenario #1: Consider an attorney who completed a company creation document using information provided by a client, and then sends the document to a corporate service provider for filing with a secretary of state. In this example:
- The attorney is the company applicant who is primarily responsible for directing or controlling the filing because they prepared the creation document and the directed the corporate service provider to file it.
- The individual at the corporate service provide is the company applicant who directly filed the document with the secretary of state.
- Scenario #2: If the attorney instructs a paralegal to complete the preparation of the creation document, rather than doing so themself, before directing the corporate service provider to file the document, the outcome remains the same: the attorney and the individual at the corporate service provider who files the document are company applicants. The paralegal is not a company applicant because the attorney played a greater role than the paralegal in making substantive decisions about the filing of the document.
- Scenario #3: If the client who initiated the company creation directly asks the corporate service provider to file the document to create the company, then the client is primarily responsible for directing or controlling the filing, and the client should be reported as the company applicant, along with the individual at the corporate service provider who files the document.