Best State to Incorporate an S Corp?

This is a question for both your CPA and lawyer. In general you need to understand that most states require you to register in the state you conduct the most business - so incorporating in another state just adds an additional layer of complexity. Taxes are a completely other layer as well. Then getting into supplements will bring additional scrutiny on your operations. I would highly recommend you find and talk with others who have done business with supplements to get an idea of what you're in for - as well as talking to an attorney and a CPA.

My opinions - and remember IANAL - are stay away from Florida and Tennessee - they are known to go after supplement vendors with a vengence if you get on their radar. Delaware is used by many growth oriented companies since they have a well developed case law for doing business. That creates a better environment. Nevada is well know haven for companies since its registrations are minimal. However, each also has its disadvantages and neither will exempt you - typically - from having to register as a foreign corporation in the state you work in.

Good luck,
--Jack

ps S corp is a TAX designation from the IRS in the US - not a corporation type to register with your state...there are also lots of requirements for declaring SCorp status so check with a CPA/Accountant.

Sorry OP, but what universe are you living in that you think an online forum is the right place to go for that kind of legal advice?
--Jeremy

I heard that sales tax depends on the shipping address. anybody know of it?

You may need two businesses. One in the state where you are actually doing business. The second in a low or zero tax state. The 2nd provides some type of administrative service for the 1st. This drains the assets of the 1st so that there are little taxes owed in the high tax state.

The problem, though, especially when just starting out, is you will likely want to get money from the biz in the low tax state into your pocket so you can put food on table.

Now the money is back in the high tax state, and all you may have accomplished is having the expense and paperwork of two businesses.

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