SunDoc handles business filings across the nation and can handle all or some of the filing paperwork you require for your business incorporation in Maine.

Overall, incorporation in Maine is quite straightforward. Below, we will give you a brief overview of what to expect.

It may be beneficial to consult with a licensed professional when it comes to Maine incorporation; it will mostly depend upon on your specific situation. However, it is not required to have a lawyer when forming a corporation in the state of Maine and filing the necessary paperwork. 

Overview

You’ll need to pay a filing fee to file your necessary Articles of Incorporation with the Maine Secretary of State. In addition, you must have a name chosen for your company that is available. You’ll also have to know which corporation type you want to choose, of the 3 types available. 

In addition, you’ll be required to list your registered agent, who your directors and corporate officers are, and what your corporate address is. Depending on the corporation type you choose, you might have to list the number of shareholders in your corporation as well. Finally, make sure you have a hold on how many shares you will authorize your corporation to issue.

In addition to the actual filing, you will have to have an EIN or a federal tax ID number. This can be obtained from the IRS. Find out who your directors and any corporate officers will be too. At your initial Board of Directors meeting, you take several important steps like appointing officers and adopting your bylaws. Bylaws are not necessary to be filed with the state, but you will need to list appointed officers on your Articles.

An Annual Report is required to be filed every year in order to maintain a good standing status. For this document, you’ll want to know and list the directors and officers of your corporation. Seek assistance with your tax attorney if you need advice on Maine taxation laws. 

Incorporating

The most common type of corporation is the General Stock Corporation, with an unlimited potential number of shareholders. You may choose to be a Close Corporation, setting a limit in the articles on the number of shareholders (not to exceed 35). A Professional Corporation is mandated by Maine for certain professionals.

The forms supplied by Maine for download meet the minimum requirements of the Maine Corporations Code, but you can create your own to meet your specific needs. Your attorney may well draw up a document from scratch.

To illustrate: the default articles of incorporation limit the corporation to one class of shares. This can be changed in a custom document. Similarly, initial directors can be named in the articles if desired, provided that all directors are included and sign the document.

Every corporation has to fill 3 positions: President, secretary, and treasurer. It is possible to fill all of these roles with one person. Still, it is necessary to have a minimum of three directors for a Maine Corporation in most cases. If no shares are issued by a corporation or if the shareholders numbers are less than three, there are select exceptions. Most often, the number and limit of directors will be listed in your bylaws (if it’s not in your articles).

If you need to change your articles of incorporation, you will need to file an amendment with the state of Maine. In a formal meeting, it is possible to amend your bylaws with a vote by directors and shareholders.

You will also need to set forth several things in your corporate bylaws, including the powers of your directors, methods of your meetings, and times for meetings. All of this must be in accordance with relevant provisions of the law in Maine. Minutes must be kept at all meetings.

A Corporate Records Book is where a corporation stores bylaws, company documents, stock papers and meeting minutes. Corporate Kits are useful compilations of standard documents to run the corporation, customized to your state and including such things as stock certificates, a corporate seal embosser, meeting minutes and such. SunDoc can supply you one if you wish, see our Maine Corporate Kit page.

Registered Agent

It is required that all Maine corporations have what is called a registered agent. This is an individual or film that will be available for contact and communication from the state during regular business hours. They must be at a known address.

Keep in mind that this is one of the services that SunDoc Filings can help you with if you’d like to outsource your company routine. For more information on this matter, please check out our article, What is a Registered Agent? Why Do I Need One?

Name Search

The name you submit to the state in your articles of incorporation must be clearly available for you to use in the State of Maine according to the records of the Secretary of State. If not, your filing will be rejected. The name cannot be such as to mislead the public in some way, or resemble another so closely as to lead to deception. There are other statutory requirements also.

Both to comply with the law, and of course for your own best branding, you should spend some effort developing your company name. You can run name searches yourself, or SunDoc is able to perform name searches or reserve your corporation name for you.

EIN

You can apply for your EIN by submitting Form SS4 to the IRS, at no charge. SunDoc can apply for this on your behalf also. See our EIN page.

Next Steps

If you plan to structure your company as an S Corporation, you may want to read our article C Corporation vs. S Corporation. This article provides general information on the differences between the two corporate tax structures.

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