Incorporate in South Dakota - Same Day Filing

Incorporate in South Dakota - Same Day Filing

Incorporate in 3 Easy Steps
Filing Packages Start at $79 (plus state fees)
We make it fast and easy to file a South Dakota corporation. To form a corporation in South Dakota or form a subchapter S corporation, you must file the South Dakota Articles of Incorporation with the South Dakota Secretary of State. Let us act as your liaison with the state to help avoid costly mistakes or delays.  We submit all filings as soon as we receive them, saving you weeks over mailing them direct, which is common for many other online filing companies.

 

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: 10 - 15 Business Days

Rush: 5 - 7 Business Days

 

Email confirmation within one hour during normal business hours.

 

Your filing is now on its way!

If we receive your South Dakoa 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.
  • South 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

 

Corporate Formation Guidelines 

 

CORPORATE NAME

The corporate name must contain the word "corporation," "incorporated," "company," "limited," "corp.," "inc.," "co.," "ltd." or words or abbreviations of like import in another language. A corporate name found to be available may be reserved with the Secretary of State for a 120 day period.

 

PURPOSE CLAUSE

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 South Dakota Business Corporation Act of 1988.”

 

AUTHORIZED SHARES AND MINIMUM PAID IN CAPITAL

There is no minimum or maximum number of authorized shares since state incorporation fees are not based on the share structure. There is no minimum amount of paid in capital required to commence business.

 

PREEMPTIVE RIGHTS

Preemptive rights are limited grant in absence of a specific denied.

 

CUMULATIVE VOTING

Cumulative voting is automatically granted unless specifically denied.

 

REGISTERED AGENT AND REGISTERED OFFICE

The corporation must maintain a registered agent and office to receive service of process in South Carolina.

 

DIRECTORS

The minimum number of directors is one (1).

 

INCORPORATOR

Minimum number of incorporators is one (1) (an individual or an entity) and there is no requirement that the incorporator be a resident of South Dakota.

 

FILING PROCEDURES

  1. Type or legibly print in dark ink the applicable business filings form in its entirety. 
  2. Submit the proper form in duplicate with the required fee. The Secretary of State’s Office will not return a copy of the filing to you if the form is not submitted in duplicate.
  3. Include a self-addressed, stamped envelope.
  4. Make sure the proper individuals have signed the documents.

Please Note: The Articles of Incorporation must "set forth" a certificate, signed by an attorney licensed to practice in South Dakota.

 


 

South Dakota Corporate Frequently Asked Questions

 

Why choose SunDoc Filings?

SunDoc Filings can help you form a South Dakota corporation with the South Dakota Secretary of State on an expedited basis. To form a corporation in South Dakota or form a South Dakota subchapter S corporation, you must file the South Dakota Articles of Incorporation with the South Dakota Secretary of State. SunDoc Filings has been forming South Dakota corporations since 1999 and knows the state’s requirements to handle your formation professionally and without delay. Let us make the South Dakota incorporation process quick and painless for you by preparing and filing the South Dakota Articles of Incorporation with the South Dakota Secretary of State on your behalf.


How do I form a South Dakota Corporation?
First, we check corporate name availability with the South Dakota Secretary of State. Second, we prepare the South Dakota Articles of Incorporation. Third, before we form the South Dakota corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the South Dakota Secretary of State. Fifth, when the South Dakota Secretary of State files the South Dakota Articles of Incorporation, we will return the filed document to you.

 

What are the advantages of forming a South 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 South Dakota corporation form purchasing stock. Since the South Dakota corporation is an independent legal entity, the South 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 South Dakota corporation, the owners (shareholders) are not personally liable for the debts and obligations of the South Dakota corporation. Ownership in an South 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 South Dakota corporation itself.
 

How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my South Dakota Corporation?
After we form an South Dakota corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your South Dakota corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your South Dakota corporation. If you purchase our South Dakota premium package, EIN obtainment is included for your South Dakota corporation.

How do I form a South Dakota S Corporation?
It is important to understand that your South Dakota S corporation starts as a general stock corporation (C corporation). To obtain or to form an South Dakota S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an South 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 South Dakota C corporations below. By obtaining S corporation status in South Dakota, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the South Dakota S corporation's shareholders include their share of the South 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 South Dakota?
Generally most people form South Dakota C corporations that plan on publicly trading the corporation's stock. Since South Dakota S corporations cannot have more than 75 shareholders, choosing to maintain an South Dakota C corporation allows for 76 shareholders or more. An South Dakota C corporation can have multiple classes of stock such as preferred and common shares. An South Dakota C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an South 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 South Dakota Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your South 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 South Dakota corporation?
The corporate bylaws serve as a blueprint for your South Dakota corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most South Dakota bylaws contain the number of directors and their names. South 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 South Dakota corporation bylaws is to create "rules" on how the South 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 South Dakota bylaws will reference a list of shareholders in alphabetical order that includes South Dakota shareholder's names, addresses, titles held with the South Dakota corporation, and the amount of shares the shareholder owns in the South Dakota corporation.

What is a South Dakota corporate seal?
After the South Dakota corporation prepares its bylaws or has Sun prepare the bylaws, the South 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 South Dakota corporation was formed. Many banks and other lending institutes require South Dakota corporations to possess and use a corporation seal on business documents or loan papers. All South Dakota corporation kits that Sun sells contain a handheld corporate seal embosser.

What is a South Dakota corporate kit?
The South Dakota corporate kit is typically a hardbound binder that contains all of the South Dakota corporation's important documents such as the South Dakota Articles of Incorporation and bylaws. All the South Dakota corporation kits that Sun sells include having the South Dakota corporation's name hot stamped (professional imprint of the South Dakota corporation's name) on the spine. Most South 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 South Dakota corporate kit is stock certificates. All of the South Dakota corporate kits that Sun sells contain 20 custom stock certificates that include the South 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 South Dakota corporation, you can order an South 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 South Dakota corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the South 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 South 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 South Dakota corporation.