Everything You Need to Know About Idaho Corporations:
Idaho Incorporation Options
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How to Incorporate in Idaho
To start a corporation in Idaho, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Office of the Secretary of State. You can file this document online, in person or by mail. The articles cost $100 to file. Once filed with the state, this document formally creates your Idaho corporation.
Per ID Code § 30-21-402 (2019), every Idaho corporation must appoint a registered agent. You don’t need to hire a registered agent, but if you do, make sure your registered agent will list their address on your articles wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your corporation. But you’ll need to know if your preferred name is available. To find out, visit the SOS’ Idaho Business Name Search and browse until you find the perfect name for your corporation.
Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Idaho Articles of Incorporation. Follow along with our filing instructions below:
Filing the Idaho Articles of Incorporation
Learn more about each Articles of Incorporation requirement below. Note that the information you provide becomes part of the public record—permanently. Or skip the form entirely and hire us to form your Idaho corporation. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private.
NOTE: Filing by mail? You’ll still need fill out the form online and then print off the form at the end. (You likely only need to do this if you want to pay by check or money order.) If you use the old paper form or any form not completed through Idaho’s SOSBiz, you’ll incur an extra $20 fee.
1. Corporation Name
You’ll want a name that isn’t the same or too similar to others currently in use in Idaho. If filing online, the system will do a preliminary check for availability. Your name must contain the word “corporation,” “incorporated,” “company” or “limited” – or an abbreviation for one of those words. Tip: Many corporations choose to keep things simple with “Corp” or “Inc.”
2. Business Type
If your corporation is a benefit corporation (formed for educational or charitable purposes), an insurance company or a trust, you’ll have to select that designation when filing online. These types of businesses have additional regulations to follow. Tip: Most corporations are just regular corporations and select “None.”
3. Effective Date
Want your Idaho corporation to begin upon filing? Choose the first option on the online form. Rather delay your start date a bit (for example, to match the beginning of the next tax period)? Enter an effective date up to 90 days in the future. Tip: Most corporations begin upon filing.
List the number of shares you’d like to create. You must list at least one.
5. Mailing Address
List the address where you’d like to receive mail from the state (besides legal notifications—those go to your registered agent). Tip: Keep it simple with one address for all your mail and notifications. Hire Northwest as your registered agent, and you can use our address as your mailing address.
6. Registered Agent
Your Idaho registered agent must be an Idaho resident or business registered with the Secretary of State. You can choose either a commercial agent (like Northwest) or a noncommercial agent (like yourself). Online, after choosing your agent type, you can search for your agent’s name or add a new agent to the system. If you do add a new agent, you’ll have to list a physical street address in Idaho where they can be reached. Tip: We recommend Northwest for expert registered agent service.
7. Idaho Incorporator
Your incorporator is the person authorized to submit your Articles of Incorporation. Incorporators must include their name, address and signature (electronic signature if submitting online). Incorporators don’t have to be directors, officers or anyone in your Idaho corporation. Tip: We’ll be your incorporator when you hire Northwest.
In this optional step, you can enter the names and addresses of your Idaho corporation’s directors. Note that Idaho sometimes refers to directors and officers as “governors” of the corporation. Tip: Rather not list personal home addresses on this public filing? When you hire Northwest, you can use our address throughout your Idaho Articles of Incorporation.
Why Have a Registered Agent Form Your Idaho Corporation?
Professionals in Idaho hire registered agent services like Northwest Registered Agent for incorporation—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. We own our own building in Coeur d’Alene, ID. We’re on a first name basis with the people who work in the Secretary of State’s office.
As your registered agent, we list our Coeur d’Alene registered office address on your corporation’s formation documents. Why? If you’re starting a business from your apartment in Pocatello, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding & Business Address
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 10 pieces of regular mail per year; $15 a doc after that).
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your corporation in Idaho. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My Idaho Corporation Is Formed?
After your Idaho Articles of Incorporation are approved, you still have a few more important steps to take, including getting an EIN, drafting bylaws, holding your first meeting, opening a bank account, and learning about state reporting and tax requirements.
Get an EIN
Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.
Why does my Idaho corporation need an EIN?
The IRS requires corporations to get an EIN for their federal tax filings, and the Idaho State Tax Commission requires an EIN for their business registration. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.
How do I get an EIN for my corporation?
You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a social security number, you’ll need to submit a paper application form. Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service.
Write Corporate Bylaws
Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.
For more on Idaho Corporate Bylaws (including a free Idaho Corporate Bylaws template), see our Idaho Corporate Bylaws resource.
Do I need bylaws for my Idaho corporation?
Yes. Per ID Code § 30-29-206 (2019), bylaws must be adopted. Bylaws are typically adopted at the corporation’s organizational meeting by the board of directors.
You don’t have to submit bylaws to the state though. Corporate bylaws are internal documents you keep with your other corporate records, such as meeting minutes and resolutions.
What should bylaws include?
Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:
Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?
Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?
Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?
Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?
Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Idaho bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, ID Code § 30-29-1602 (2019) states that the bylaws of an Idaho corporation cannot limit or abolish a shareholder’s right to inspect and copy corporate records
How do I write bylaws?
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your Idaho corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms. We offer many other free corporate forms as well, including templates for resolutions and meeting minutes.
Hold an Organizational Meeting
An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.
Are there any special rules for Idaho organizational meetings?
Idaho allows corporations to conduct any initial business without an organizational meeting, but incorporators or directors are still required to sign written consents for any action that would normally be taken in a meeting. The meeting does not have to be held in Idaho.
Open a Corporate Bank Account
Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.
How do I open a bank account for my Idaho corporation?
To open a corporate bank account in Idaho, you’ll need to bring the following with you to the bank:
A copy of the Idaho corporation’s Articles of Incorporation
The corporation’s bylaws
The corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation. At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.
File Idaho Reports & Taxes
In Idaho, corporations file an annual report each year. Corporations are also subject to state taxes, including Idaho’s corporate net income tax.
What is the Idaho Annual Report?
The Idaho Annual Report is a form you must file each year. It can be filled out online and submitted either online, by mail, or in person at the Department of Business Services in the Secretary of State’s office. You’ll list the name of your business, principal address, registered agent name and address, and information about your company’s officers and directors – their names, titles and mailing addresses.
How much is the Idaho Annual Report?
$0. Here’s a nice benefit to doing business in Idaho – there is no fee to file your Annual Report.
When is the Idaho Annual Report due?
The filing is due at the end of your anniversary month (the month you first incorporated). For example, if you formed your business on April 17th, you’re required to file by April 30th.each year. There is no late fee if you file after the deadline, but if you take more than 60 days to do so, your corporation may be administratively dissolved.
These filings can be easy to forget—which is why we send our clients automatic reminders for your Idaho Annual Report filings. Or better yet, let us file for you. With our business renewal service, we can complete and submit your annual report for you for $100.
What should I know about Idaho corporate taxes?
Idaho corporations have to file a corporate net income tax, which has a flat 6.925% rate. The minimum tax fee is $20. Most businesses also have to pay a $10 tax for the state’s Permanent Building Fund.
Idaho’s sales tax rate is 6%. City sales taxes can be tacked on as well, making the average total sales tax 6.04%. Certain cities like Boise and Idaho Falls also have special sales taxes on lodging in “auditorium districts,” but that only applies to hotels and similar businesses.
Do corporations have to register with the Idaho Department Of Revenue?
Yes, if you conduct business in Idaho, you’re required to register with the Idaho State Tax Commission. You can register via the Idaho Business Registration System or by filing Form IBR-1, the Idaho Business Registration Form. You’ll need your EIN before you can register.
Idaho Corporation FAQs
How can I submit the Idaho Articles of Incorporation?
You can file Idaho articles online, in person or by mail. Paper filings must be submitted to the following address:
Office of the Secretary of State
450 N 4th Street
PO Box 83720
Boise ID 83720-0080
Please note that the Secretary of State’s office is currently closed to walk-in business as a result of COVID-19 restrictions.
How much does it cost to start an Idaho corporation?
At least $100. The base filing fee is $100, but there is an extra $20 charge for using a paper form instead of filing online. There is an exception for articles completed through SOSBiz, Idaho’s online filing portal, and printed instead of filed online at the end. This option does not incur the $20 fee and is useful for those who need to physically mail their filing to pay by check or money order.
There is also a $1 processing fee for payment with a credit or debit card. You can also speed up the process with expedited service for an additional $40, or same day service for $100.
Hire us for a one-time fee of $326, including the state filing fees, a year of registered agent service, a business address and more.
How long does it take to start an Idaho corporation?
24 hours expedited – and it can be even faster with same-day processing. Have some time and want to save a hundred bucks in extra fees? Forgo expediting and receive your approval in about 7-10 days.
Does an Idaho corporation need a business license?
There’s no general, statewide business license required in Idaho, but some cities and counties have local requirements. For example, Boise requires a license for pawnbrokers, and mobile concessions need a license in Coeur d’Alene.
For some license applications you may need an EIN or a certified copy of your Articles of Incorporation. At Northwest, we can streamline the process and get these for you—simply add on these items during checkout.
What is a foreign Idaho corporation?
A corporation formed outside of Idaho—but which conducts business in the state—is considered a foreign Idaho corporation. For example, if you incorporated in Montana but decide to open a storefront in Idaho, you would be a foreign Idaho corporation. This also means you would need to register with the state by filing an Application for Certificate of Authority with the Idaho Secretary of State. Foreign corporations are required to file the Idaho Annual Report each year as well.
Can Northwest help me form a nonprofit corporation?
Absolutely! We’re happy to start a nonprofit corporation for you. Note that incorporating an Idaho nonprofit requires a different form. The base filing fee is lower as well, only $30. Idaho nonprofits must also file an annual report each year.
What can I do if I need Idaho mail forwarding?
Mail forwarding is important for many business owners – including those who form corporations in Idaho but live outside the state, or those who may not want personal documents like bank statements delivered to the office where anyone can open them. At Northwest, we include limited mail forwarding with our registered agent and formation services. For more robust needs, we also offer unlimited mail forwarding with a unique suite number via our premium Idaho mail forwarding service.
How can I get an Idaho phone number for my corporation?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your corporation, and maintaining service is just $9 monthly after that. No contract required.
How to Order Idaho Incorporation Service
Our Idaho incorporation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
We’ll form your Idaho corporation for $329 total and include one year of registered agent service, a secure online account filled with business maintenance tools and all the state forms you’ll need, and the lifetime support of our expert Corporate Guides. Just choose Hire Us below, answer a few easy questions about your business, and submit your payment.
Next, we’ll prepare and submit your Idaho Articles of Incorporation to the Secretary of State, Department of Business Services. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the Idaho Department of Business Services has approved your filing, we notify you that your Idaho corporation has been legally formed. You can now move on to next steps, like holding your organizational meeting and opening a bank account.