Incorporate in 3 Easy Steps
For already prepared documents, skip to step 3
Step 1: Check Name Availability
Choose three corporate names in order of preference and we check for availability.
Step 2: Prepare or Upload your Articles
Our online form will walk you through all required information.
Step 3: Specify Service Level and Service Options
Select the appropriate filing package or choose from the a la carte options.
Routine: 2 - 10 Business Days
Rush: Not Available
Email confirmation within one hour during normal business hours.
Your filing is now on its way!
If we receive your North Dakota Articles of Incorporation by 12 p.m. PST M-F, your corporation will be submitted and could be active the same day. This means your company will be given the submission date as your file date. If you mail the document to the state, like many filing services do, it will take several weeks longer for proof of filing.
Your Post-Filing Responsibilities
- File a Statement of Information: After the Articles of Incorporation are filed, the Secretary of State requires that you file a Statement of Information.
- Employer Identification Number: If you would like, we can obtain your EIN for your new company. Add it to your order and we will obtain the EIN within 24-48 hours.
- North Dakota Corporate Kit: Our Kits include a custom binder, seal embosser, bylaws and meeting minutes, 20 Stock certificates, and more. You can order you kit at the time of filing or if you prefer, you can place the order individually at our Corporate Kit order page.
Add these optional services to your order at the time of filing:
- Certificate of Good Standing: You may need additional copies if you are going to qualify or register in other states. Most certificates are good for 90 days.
- Additional Certified Copy of Articles: You may need this in the future for banks, loans, or professional licensing requirements.
The SunDoc Filings Advantage
- We have filed thousands of documents since 1999
- All filings received by 12 p.m. PST are submitted same day
- Most filing companies mail in your filings
North Dakota Corporate Formation Guidelines
The corporate name must contain "corporation," "incorporated," "limited" or an abbreviation of any of these words, or "company" or "Co." if not immediately preceded by "and" or "&". A corporate name found to be available may be reserved with the Secretary of State for a 12 month period for a filing fee of $10.
It is acceptable to state, either alone or with a specific purpose clause, “The purposes for which the corporation is organized shall be to transact any and all lawful business for which corporations may be incorporated pursuant to the provisions of the Chapter 10-19.1, North Dakota Century Code.”
The minimum number of directors is one (1). The articles of incorporation may contain, within the limitations prescribed by the Chapter 10-19.1, North Dakota Century Code, a provision eliminating or limiting the personal liability of a director to the corporation or its stockholders for monetary damages for the breach of fiduciary duty as a director.
The minimum number of incorporators is one (1) (a natural person of the age of 18 years or more) and there is no requirement that the incorporator be a resident of North Dakota.
AUTHORIZED SHARES AND MINIMUM PAID IN CAPITAL
There is no maximum number of authorized shares for the minimum license fee. There is no minimum amount of paid in capital required to commence business.
Preemptive rights are qualified as granted in absence of a specific limitation or denial.
Cumulative voting is automatically granted by the Constitution - can not be limited or denied.
REGISTERED AGENT AND REGISTERED OFFICE
The corporation must maintain a registered agent and office to receive service of process in North
Submit to the Secretary of State one (1) executed original of the Articles of Incorporation and of Statement of Consent to Serve as a Registered Agent (official form). The Secretary of State issues a Certificate of Incorporation.
STATE DISBURSEMENTS AND FEES
$100 filing fee for Articles of Incorporation and issuing the Certificate of Incorporation.
North Dakota Corporate Frequently Asked Questions
Why choose SunDoc Filings?
SunDoc Filings can help you form a North Dakota corporation with the North Dakota Secretary of State on an expedited basis. To form a corporation in North Dakota or form a North Dakota subchapter S corporation, you must file the North Dakota Articles of Incorporation with the North Dakota Secretary of State. SunDoc Filings has been forming North Dakota corporations since 1999 and knows the state’s requirements to handle your formation professionally and without delay. Let us make the North Dakota incorporation process quick and painless for you by preparing and filing the North Dakota Articles of Incorporation with the North Dakota Secretary of State on your behalf.
How do I form a North Dakota Corporation?
First, we check corporate name availability with the North Dakota Secretary of State. Second, we prepare the North Dakota Articles of Incorporation. Third, before we form the North Dakota corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the North Dakota Secretary of State. Fifth, when the North Dakota Secretary of State files the North Dakota Articles of Incorporation, we will return the filed document to you.
What are the advantages of forming a North Dakota Corporation?
To begin with, there is the protection of the "corporate veil" that provides limited liability to the owners (shareholders). The shareholders are not personally liable for debts and obligations of the corporation. They can personally lose only to the extent of their investments in the North Dakota corporation form purchasing stock. Since the North Dakota corporation is an independent legal entity, the North Dakota corporation has continuous existence. It does not cease to exist simply because one of the shareholders dies or retires. Corporations often have an easier time setting up insurance, retirement funds, profit-sharing, pension, and stock option plans than other business entities.
When you form an North Dakota corporation, the owners (shareholders) are not personally liable for the debts and obligations of the North Dakota corporation. Ownership in an North Dakota corporation is more easily transferable than other business entities. Under most circumstances, shares of stock can be sold without restriction to a third party without having to obtain consent from the North Dakota corporation itself.
How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my North Dakota Corporation?
After we form an North Dakota corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your North Dakota corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your North Dakota corporation. If you purchase our North Dakota premium package, EIN obtainment is included for your North Dakota corporation.
How do I form a North Dakota S Corporation?
It is important to understand that your North Dakota S corporation starts as a general stock corporation (C corporation). To obtain or to form an North Dakota S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an North Dakota S corporation simply means the corporation is taxed like a partnership or LLC with a pass through tax structure. Make sure to check with your accountant or the IRS for limitations or read about North Dakota C corporations below. By obtaining S corporation status in North Dakota, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the North Dakota S corporation's shareholders include their share of the North Dakota Corporation's separately stated items of income, deduction, loss, and credit, and their share of non-separately stated income or loss.
What are the advantages of a C Corporation in North Dakota?
Generally most people form North Dakota C corporations that plan on publicly trading the corporation's stock. Since North Dakota S corporations cannot have more than 75 shareholders, choosing to maintain an North Dakota C corporation allows for 76 shareholders or more. An North Dakota C corporation can have multiple classes of stock such as preferred and common shares. An North Dakota C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an North Dakota S corporation can only be owned by individuals that are U.S. citizens or registered aliens, issue only one type of stock, and are limited to no more than 75 shareholders.
How do I obtain or prepare corporate bylaws for my North Dakota Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your North Dakota corporation and include meeting minutes (MS Word format) that you can prepare as needed.
What are the corporate bylaws and why are they so important for my North Dakota corporation?
The corporate bylaws serve as a blueprint for your North Dakota corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most North Dakota bylaws contain the number of directors and their names. North Dakota bylaws also contain the names of the officers for the titles: President, Vice-President, Secretary, and Treasurer/Chief Financial Officer (CFO).
Another important part of North Dakota corporation bylaws is to create "rules" on how the North Dakota corporation can open a bank account, take out loans, write checks, enter into contracts, obtain business credit, and issue stock certificates to its shareholders. Most North Dakota bylaws will reference a list of shareholders in alphabetical order that includes North Dakota shareholder's names, addresses, titles held with the North Dakota corporation, and the amount of shares the shareholder owns in the North Dakota corporation.
What is an North Dakota corporate seal?
After the North Dakota corporation prepares its bylaws or has Sun prepare the bylaws, the North Dakota corporation will need a corporate seal. A corporate seal is a handheld device that imprints paper with the corporation's name, state of formation, and date the North Dakota corporation was formed. Many banks and other lending institutes require North Dakota corporations to possess and use a corporation seal on business documents or loan papers. All North Dakota corporation kits that Sun sells contain a handheld corporate seal embosser.
What is a North Dakota corporate kit?
The North Dakota corporate kit is typically a hardbound binder that contains all of the North Dakota corporation's important documents such as the North Dakota Articles of Incorporation and bylaws. All the North Dakota corporation kits that Sundoc sells include having the North Dakota corporation's name hot stamped (professional imprint of the North Dakota corporation's name) on the spine. Most North Dakota corporation kits come with a slipcase to keep the binder safe. Some corporate kits are made with a slipcase built in. The choice is yours.
Another important part of an North Dakota corporate kit is stock certificates. All of the North Dakota corporate kits that Sundoc sells contain 20 custom stock certificates that include the North Dakota corporation's name, the amount of shares, the par value the corporation is authorized to issue, and the title of President and Secretary below the signature lines. If you have already formed your North Dakota corporation, you can order an North Dakota corporate kit by placing the order individually at our Corporate/LLC Kit order page. We have a selection of high quality kits that come in array of styles and colors.
Now that you have formed your North Dakota corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the North Dakota bylaws, issued shares of stock, and used your seal embosser, it is time to verify which local city and/or county tax licenses your business will need. The best place to start is your city hall or county recorder's office. Take the time to verify your areas business licensing requirements. For those of you who plan to run your North Dakota corporation out of your home, check with your city or county to find out if a work at home permit is required. Once your licensing requirements are met, it is time to start operating your North Dakota corporation