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 - 3 Weeks
Rush: 4 - 6 Business Days
Email confirmation within one hour during normal business hours.
Your filing is now on its way!
If we receive your Washington 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.
- Washington 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
Washington Corporate Formation Guidelines
The corporate name must contain the word "corporation," "incorporated," "company," "limited," "corp.," "inc.," "co." or "ltd." A corporate name found to be available may be reserved with the Secretary of State for a 180 day period for a filing fee of $20.
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 Washington Business Corporation Act.”
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 are granted in absence of a specific denial.
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 Washington.
The minimum number of directors is one (1).
LIMITATION OF DIRECTORS' PERSONAL LIABILITY
The articles of incorporation may contain, within the limitations prescribed by the Washington Business Corporation Act, 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.
Minimum number of incorporators is one (an individual or an entity) and there is no requirement that the incorporator be a resident of Washington.
Submit to the Secretary of State one (1) executed original and one (1) conformed copy of the Articles of Incorporation. The Secretary of State files the original and returns the conformed copy stamped "filed." Submit to the Secretary of State, within one hundred twenty days of the date of incorporation, the Initial Report. Submit to the Department of Licensing a Master Business Application (official form).
Washington Corporate Frequently Asked Questions
Why choose SunDoc Filings?
SunDoc Filings can help you form a Washington corporation with the Washington Secretary of State on an expedited basis. To form a corporation in Washington or form a Washington subchapter S corporation, you must file the Washington Articles of Incorporation with the Washington Secretary of State. SunDoc Filings has been forming Washington corporations since 1999 and knows the state’s requirements to handle your formation professionally and without delay. Let us make the Washington incorporation process quick and painless for you by preparing and filing the Washington Articles of Incorporation with the Washington Secretary of State on your behalf.
How do I form a Washington Corporation?
First, we check corporate name availability with the Washington Secretary of State. Second, we prepare the Washington Articles of Incorporation. Third, before we form the Washington corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the Washington Secretary of State. Fifth, when the Washington Secretary of State files the Washington Articles of Incorporation, we will return the filed document to you.
What are the advantages of forming a Washington 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 Washington corporation form purchasing stock. Since the Washington corporation is an independent legal entity, the Washington 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 Washington corporation, the owners (shareholders) are not personally liable for the debts and obligations of the Washington corporation. Ownership in an Washington 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 Washington corporation itself.
How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my Washington Corporation?
After we form an Washington corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your Washington corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your Washington corporation. If you purchase our Washington premium package, EIN obtainment is included for your Washington corporation.
How do I form a Washington S Corporation?
It is important to understand that your Washington S corporation starts as a general stock corporation (C corporation). To obtain or to form an Washington S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an Washington 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 Washington C corporations below. By obtaining S corporation status in Washington, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the Washington S corporation's shareholders include their share of the Washington 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 Washington?
Generally most people form Washington C corporations that plan on publicly trading the corporation's stock. Since Washington S corporations cannot have more than 75 shareholders, choosing to maintain an Washington C corporation allows for 76 shareholders or more. An Washington C corporation can have multiple classes of stock such as preferred and common shares. An Washington C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an Washington 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 Washington Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your Washington 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 Washington corporation?
The corporate bylaws serve as a blueprint for your Washington corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most Washington bylaws contain the number of directors and their names. Washington 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 Washington corporation bylaws is to create "rules" on how the Washington 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 Washington bylaws will reference a list of shareholders in alphabetical order that includes Washington shareholder's names, addresses, titles held with the Washington corporation, and the amount of shares the shareholder owns in the Washington corporation.
What is an Washington corporate seal?
After the Washington corporation prepares its bylaws or has Sun prepare the bylaws, the Washington 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 Washington corporation was formed. Many banks and other lending institutes require Washington corporations to possess and use a corporation seal on business documents or loan papers. All Washington corporation kits that Sun sells contain a handheld corporate seal embosser.
What is a Washington corporate kit?
The Washington corporate kit is typically a hardbound binder that contains all of the Washington corporation's important documents such as the Washington Articles of Incorporation and bylaws. All the Washington corporation kits that Sundoc sells include having the Washington corporation's name hot stamped (professional imprint of the Washington corporation's name) on the spine. Most Washington 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 Washington corporate kit is stock certificates. All of the Washington corporate kits that Sun sells contain 20 custom stock certificates that include the Washington 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 Washington corporation, you can order an Washington 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 Washington corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the Washington bylaws, issued shares of stock, and used your seal embosser, it is time to verify which local, city and county business licenses your company 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 Washington 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 Washington corporation.