C corp and indemnification?

If you want to avoid dilution, then you need to fund the business with your own resources, and pay all your workers with money rather than equity. Otherwise, when building a business, dilution is simply a reality you have to live with. You can start out with a large amount of ownership, for example, 80% of the authorized shares, but over time dilution is inevitable. Which would you rather have, 90% of a company worth $200,000, or 55% of a company worth $1 million?

You form a corporation by filing articles of incorporation with the Secretary of State. Then you will need initial board resolutions to authorize various post-incorporation organizational matters, as well as bylaws. You will also need to issue stock to the founders. This is the kind of project I have handled for dozens of clients.

Texas Secretary of State has a ton of helpful resources, including what documents to be filed, what taxes to be paid, and others. With regards to applicable law or which regulators your business will be subject to, you may want to discuss the nature of your business with your preferred counsel. You should also look into the duties/responsibilities of owning or holding a certain position in your company. There are also post-obligations or tasks that the company has to undertake after being registered, like adopting your Bylaws and naming your officers/directors/c-level executives.

There are many virtual offices and virtual mailboxes that you can use to register a corporation. Delaware does not even require those and a registered agent with an address is all that is required.

It would be impossible to give you a primer on all of the advantages and disadvantages, but here is a headnote version: C-Corp Pros: Ultimate flexibility with regards to ownership, control, power, etc through the issuance of one or more classes of shares. Cons: Double taxed. You will be taxes as a corporation and as an individual taking a salary from the corporation. S-Corp (this is just a C-Corp electing to be taxed under subchapter S of the IRS code): Pros: Tax advantage for owners (up to 100 people) from not double taxing. Cons: Less flexibility than C-Corp but more granular control than LLC. Depending on the situation, most companies starting out are better off starting an LLC, which has less formalities, and then converting to a S-Corp or C-Corp once they scale and can take advantage. C-Corp, S-Corp, and LLC all have the same level of liability protection if you follow the formalities for formation and maintenance. C-Corps have the most rigor and LLCs have the least. You can also consider LLP and other business structures based on co-owners or other factors that a lawyer can help you evaluate.