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North America says corporation where Europe says company. A shelf corporation, a shelf corp, an aged corporation, an aged LLC, a seasoned corporation and a ready-made company are one product: an entity incorporated, never traded, and kept in good standing so a buyer can take it over and use it at once. Buying one is not a formation but a purchase of the stock, or of the membership interest in an LLC, followed by officer and manager changes, a registered agent update and a state filing. It is lawful in every US state and Canadian jurisdiction, and what you buy is what the register says. What separates an honest seller from a dishonest one is not the entity but the claims attached to it. The British vocabulary is on aged shelf companies, the definition on what is a shelf company.
The certificate date is the only thing an aged corporation gives you that a new one does not.
This is the most misrepresented point in the American market, so it gets a flat answer. A shelf corporation has no business credit file, no bureau score, no trade lines and no borrowing history, and none of them can be created retroactively. A credit file exists because of what an entity does: trade accounts and lenders reporting on it, filings a bureau can tie to it. A corporation that has never traded has nothing for any of that to attach to, and a date of incorporation is not something a bureau can score.
So a fundable aged corporation advertised with a credit package, with tradelines attached, or with no money upfront on the strength of the funding it unlocks, is not this product. It is a credit-building scheme in which the entity is incidental. Those offers rest on borrowed or purchased tradelines, on an authorised-user history unrelated to the entity, or on a lender being told the corporation has an operating record it does not have. Telling a lender that is misrepresentation, and whoever signs the application carries it.
We sell none of it. We sell entities whose record is empty and provable, and we give you the name, the number and the incorporation date before you commit so you can check them on the register yourself. The corporation does not arrive with a bank account either: an inherited account brings a previous signatory into your business, and the bank re-runs its checks on the change of control anyway. How the banking stage works is set out separately.
The state of incorporation decides which statute governs the entity and where its annual obligations fall, not where it may do business. Our US stock sits mainly in Delaware, Wyoming, Nevada, New Mexico and Florida, listed on ready-made shelf companies in the USA, with the formation route on company formation in the USA.
Three requirements follow the entity wherever it sits. It must appoint a registered agent with a street address in its state of formation. No state imposes a residency or citizenship test on members, managers, shareholders, officers or directors, with one exception: an S corporation may not have non-resident alien shareholders, so a foreign buyer is limited to an LLC or a C corporation. And the entity carries an EIN naming a responsible party, so on a change of hands IRS Form 8822-B records the new one. A foreign-owned single-member LLC also files Form 5472 with a pro forma Form 1120 even in a year with no income.
Almost everything written on this before 2025 is now wrong. The Corporate Transparency Act created a beneficial ownership information registry at the Financial Crimes Enforcement Network, part of the US Treasury. It was never public: the database is open to law enforcement, to certain regulators and to financial institutions with the reporting company’s consent, and to nobody else.
It also no longer applies to American entities at all. The interim final rule of 21 March 2025 redefined a reporting company to mean only an entity formed abroad and registered to do business in a US state, and the final rule of 11 August 2026 made that permanent. A corporation or LLC formed in any state, Delaware included, files nothing. Foreign-formed entities registered in a state still report, and not for their US owners. Where the test applies it is 25% or more of the ownership interests, or substantial control.
Delaware keeps no beneficial ownership register of its own: the Division of Corporations does not collect the names of LLC members or managers, which is the real basis of the privacy Delaware is sold on. It does require a registered agent with a Delaware address, and a non-resident who accepts appointment as a director is deemed to have consented to service of process on that agent.
The annual obligation is what buyers underestimate. A Delaware corporation pays franchise tax calculated by share count or by the assumed par value method, and a Delaware LLC pays a flat annual amount due by 1 June, both payable whether or not the entity trades. Delaware corporate income tax of 8.7% applies only to Delaware-source income, while federal corporate income tax of 21% applies to a corporation regardless. Stock is on ready-made shelf companies in Delaware, formation on company formation in Delaware.
Shareholders face no residency or citizenship test anywhere in Canada, so a non-resident can hold the entire share capital. Directors are a different matter, and this is the point most sellers get wrong. A federal corporation under the Canada Business Corporations Act must have at least 25% resident Canadian directors, and where there are fewer than four directors at least one must be a resident Canadian. That is section 105(3), it has not been repealed, and it binds private corporations exactly as it binds public ones. Section 105(3.1) raises it to a majority of the board in prescribed sectors such as uranium mining, book publishing and film distribution. Manitoba applies the same 25% test.
Ontario removed its requirement on 5 July 2021, and British Columbia, Alberta, Saskatchewan, Quebec and the Atlantic provinces impose none. There is no federal dispensation, so a non-resident buyer has two honest routes: a provincial corporation where no requirement exists, most often Ontario or British Columbia, or a federal one with a resident Canadian director alongside your own board. We match the entity to the board you intend to appoint, before the transfer rather than after. Stock is on ready-made shelf companies in Canada, formation on company formation in Canada.
Beneficial ownership runs the opposite way to the United States. A federal corporation files its register of individuals with significant control with Corporations Canada, and since 22 January 2024 the names, the addresses for service and the description of control have been publicly searchable, with dates of birth and citizenship withheld. The threshold is 25% of the voting shares or of their fair market value, or control in fact. Ontario and British Columbia keep that register at the company.
Transfers run on identity checks rather than registry queues: most US transfers take 2 to 5 working days and most Canadian ones 3 to 7, from anti-money-laundering sign-off rather than the day you ask. The sequence is on how to buy a shelf company.
No. It has never traded, so there are no trade lines, no lender reports and nothing for a bureau to score. A file starts to exist only once the entity does business under your ownership and somebody reports on it. No seller can attach one retroactively, and a fundable corporation advertised with a credit package is something else.
No. State and provincial registers record the actual date and it cannot be altered afterwards. That immutability is the value of an aged corporation: your counterparty verifies the date rather than taking your word for it. Anyone offering to make a corporation look older is offering you a forgery.
No, although the terms get mixed constantly. A shell corporation is an entity with no real operations, used to hold assets or move transactions, and may have years of activity behind it. A shelf corporation has never traded at all, and that empty record is the point.
No, not since the interim final rule of 21 March 2025, which the final rule of 11 August 2026 made permanent. Entities formed in the United States, including every Delaware corporation and LLC, fall outside the reporting definition. Only entities formed abroad and registered in a state still report, and not for their US owners.
It depends where the corporation sits. A federal corporation under the Canada Business Corporations Act needs at least 25% resident Canadian directors under section 105(3), and at least one where the board is under four, private corporations included. Ontario dropped its requirement on 5 July 2021, and British Columbia, Alberta, Saskatchewan and Quebec have none.
No. Our entities are held deliberately dormant with no operational account: an inherited account brings a previous signatory into your business, and the bank re-runs its checks on the change of control anyway. The account is opened after the transfer, in your name.