Registering a corporation (Inc.) in the USA follows a process similar to forming an LLC, but with some important differences, especially in structure and legal requirements.
Here’s a clear breakdown:
🇺🇸 How to Register a Corporation (Inc.) in the USA
✅ Step-by-Step Guide
1. Choose the Type of Corporation
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C Corporation (C-Corp): Standard corporation, taxed separately from owners.
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S Corporation (S-Corp): Pass-through taxation, limited to 100 U.S. shareholders.
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Nonprofit Corporation: For charitable, educational, religious, or similar purposes.
📝 C-Corp is the most common type for startups and businesses looking for investment.
2. Select a State of Incorporation
Popular states:
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Delaware: Preferred by investors, strong corporate law.
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Nevada: No corporate income tax, privacy.
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Wyoming: Low fees, privacy.
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Your home state: Best if you operate locally.
3. Choose a Corporate Name
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Must be unique in the state of incorporation.
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Must include a corporate identifier like:
“Corporation,” “Incorporated,” “Company,” “Limited” or abbreviations like “Inc.” -
Search for name availability on the Secretary of State's website.
4. Appoint a Registered Agent
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A registered agent receives legal and government notices.
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Must be located in the state of incorporation.
5. File Articles of Incorporation
Sometimes called Certificate of Incorporation. Includes:
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Company name
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Registered agent
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Number of shares authorized
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Business purpose (sometimes optional)
📄 File with the Secretary of State
💵 Filing fees: Usually $100 – $300 depending on the state.
6. Create Corporate Bylaws
Internal document that defines:
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Rules for operating the corporation
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Structure of the board of directors
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Voting rights and procedures
Not filed with the state, but essential for legal compliance.
7. Appoint Directors and Hold First Board Meeting
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Initial directors are named.
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Approve bylaws, issue stock, and authorize a corporate bank account.
8. Issue Stock Certificates
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Allocate shares to the initial shareholders.
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Maintain a stock ledger for record-keeping.
9. Apply for an EIN (Employer Identification Number)
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Required for taxes, banking, and hiring.
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Free from the IRS: Apply online
10. Comply with State and Federal Requirements
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File annual reports and pay franchise taxes (state-specific).
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Register for business licenses as needed.
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S-Corp election (Form 2553) if applicable (must be filed with the IRS).
💰 Cost Overview
| Item | Estimated Cost |
|---|---|
| Articles of Incorporation | $100 – $300 |
| Registered Agent (Optional) | $0 – $150/year |
| EIN | Free |
| Bylaws & Meeting Docs | Free (DIY) or $50+ |
| Annual Franchise Tax | Varies by state |
🔧 Popular Incorporation Services
| Service | Starting Price | Features |
|---|---|---|
| LegalZoom | ~$149 + fees | Trusted brand, full service |
| Incfile | $0 + fees | Free basic package, easy to use |
| Northwest | $39 + fees | Great privacy, strong support |
| ZenBusiness | $0–$199 + fees | Affordable, good for small biz |
🧑💼 Need Help?
Let me know:
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The state you want to incorporate in
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Whether you're forming a C-Corp, S-Corp, or Nonprofit
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If you'd like a comparison of online services or a walk-through of one
I can help you draft documents, choose services, or file online.
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