Corporations

In North Carolina, a corporation is a legal entity that is separate from its owners, offering protection from personal liability and allowing for business continuity beyond the lives of its founders. Corporations in North Carolina are governed by state law, specifically the North Carolina Business Corporation Act, and they provide a structured framework for doing business.

How to Form a Corporation in North Carolina:

1. Choose a Corporate Name:
   • The name must be unique and comply with North Carolina naming rules, including a designation such as “Corporation,” “Incorporated,” or an abbreviation like “Inc.” The name should not conflict with the names of existing businesses registered in the state.
2. File Articles of Incorporation:
   • To officially form a corporation in North Carolina, you must file Articles of Incorporation with the North Carolina Secretary of State. This document includes essential information, such as the corporation’s name, registered agent, address, and the number of shares of stock the corporation is authorized to issue.
3. Appoint a Registered Agent:
   • Every corporation must have a registered agent in North Carolina who can receive legal documents and official government correspondence on behalf of the corporation. The agent can be an individual or a service company authorized to do business in the state.
4. Create Bylaws:
   • Bylaws govern how the corporation will operate and set forth the rules for meetings, voting, and the responsibilities of directors and officers. While bylaws are not filed with the state, they are essential for the corporation’s internal governance.
5. Obtain an Employer Identification Number (EIN):
   • The corporation must apply for an EIN through the IRS. The EIN is like a Social Security number for the corporation and is necessary for tax purposes, hiring employees, and opening business bank accounts.
6. Register for State Taxes:
   • Depending on the business activities, the corporation may need to register with the North Carolina Department of Revenue for state sales tax, use tax, employee withholding, or other state-specific taxes.
7. File Annual Reports:
   • North Carolina corporations must file an Annual Report with the Secretary of State each year. The report includes updated information about the corporation, such as the names of directors and officers, and a filing fee is required.