Delaware C-Corps are the most popular form of corporations for venture-backed start ups setting up in the US.

A C-Corp is a legal structure in which the shareholders are taxed separately from the corporation. C-Corps are subject to chapter ‘C’ of the Internal Revenue Code of Delaware.

Delaware C-Corps are used by startups to act as their topco, sitting at the top of their corproate structure. It is where investors invest, where any ESOP is issued and where the founders hold their shares. Any other companies that form part of the startup would be owned by this topco.

You should always seek legal and tax advice to understand any consequences of setting up in Delaware.