Start A Corporation In Idaho

Use our free business tools below to complete your Idaho Articles of Incorporation. This is the document you file directly with the Idaho Secretary of State to form your corporation.

If you want more, hire us to form your corporation in Idaho. We’ll get your business stood up in minutes with a free domain, website, email, business phone, and more.

File today

with the help of a Registered Agent

Loading...

How to Start a Corporation in Idaho

An Idaho corporation is a business with a legal existence separate from its owners. If properly maintained, a corporation can conduct business in its own name and has many of the rights and obligations of a natural person, including the ability to enter into contracts, sue and be sued, hold assets, and pay taxes in its own name.

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 Secretary of State. The articles cost $100 to file (plus a $20 manual processing fee if filing by mail or a $4 credit card fee online). Once filed with the state, this document formally creates your Idaho corporation.

 

 

1. Name Your Corporation

Before you can file your formation documents, you need to choose a unique name for your corporation. Idaho Statute § 30-21-301 contains the rules for naming a corporation. Basically, your corporation name must:

  • Contain “Inc.,” “Corp.,” or other acceptable abbreviation.
  • Be unique among registered businesses in Idaho.
  • Not use any words or abbreviations that suggest it’s a different entity type or government agency (for example: “Inc.” or “State Department.”)

Already have a business name? Check to see if it’s available.

Can I reserve a business name in Idaho?

Yes. Idaho allows you to reserve your business name for four months by submitting an Application for Reservation of Legal Entity Name and paying the $20 filing fee.

What's the difference between my corporation's name and an assumed business name?

Your corporation’s legal name is the one you list on the Articles of Incorporation.

An assumed business name, also called a doing business as name (DBA) or a fictitious business name (FBN), is any name besides your company’s legal name. To use an assumed business name in Idaho, you must first file a Certificate of Assumed Business Name and pay a $25 filing fee.

Find out more about How to get a DBA Name for Your Idaho Business.

2. Designate a Registered Agent

The next step is to choose an Idaho registered agent. A registered agent is a person or entity that is authorized to accept lawsuits and other important legal mail on behalf of a business. Your registered agent could be you, another Idaho resident, or a registered agent company. All Idaho corporations are required to have a registered agent. You’ll list your registered agent’s name and address in your Articles of Incorporation.

Learn why the pros use a registered agent service.

What does a registered agent do?

By law, every Idaho company needs an Idaho registered agent. That registered agent must:

  • Have a physical address in Idaho (not a P.O. Box or a UPS store).
  • Be available at that address during normal business hours.
  • Accept service of process on behalf of your business and forward it to you promptly.

Can you be your own registered agent in Idaho?

Yes. However, you will then have to list your name and address on the public record. And you’ll have to be present at your address during normal business hours to accept legal documents in person. If you’re willing to do that, you can act as your own registered agent in Idaho.

Can I change my registered agent after I start a corporation?

Yes. You can change your registered agent in Idaho anytime by filing a Statement of Change of Registered Agent to the Idaho Secretary of State’s office. Filing is free if you file electronically or $20 if you file manually.

3. Submit Articles of Incorporation

Once you’ve settled on the perfect name and appointed your registered agent, you’re ready to file the Articles of Incorporation with the Idaho Secretary of State. You can file this document online, by mail, or in person. Keep in mind that Idaho charges a $20 manual processing fee for any forms that are not filed electronically.

Note: All of the information on the Articles of Incorporation will be on the public record.

Here’s the information you’ll need to include about your corporation:

  • Business Name: Must include a corporation designator.
  • Principle Office: Has to be a physical street address.
  • Registered Agent: Whoever will accept legal mail in person on behalf of your corporation.
  • Registered Office: Must be a physical address in Idaho.
  • Incorporator: Must include name and address.
  • Authorized Shares: For each class of shares (such as “Common” or “Preferred”), list the number of shares you wish to create. You must authorize at least one share.
  • Mailing Address: Can be a P.O. Box.
  • Organizer: The person who signs and submits the Articles of Incorporation.

Optionally, you can include the additional articles, like the directors’ names and addresses.

How can I keep my personal information off the public record?

The Articles of Incorporation is a public document, which means that anyone can look up the names, addresses, and phone numbers you include. If you list your personal information, you’ll likely end up inundated with spam e-mails, calls from telemarketers, and junk mail.

The best way to protect your personal information is to find a registered agent who will allow you to list their business address as your own on public documents—like us.

How do I file the Idaho Articles of Incorporation?

You can file your articles online, by mail, or in person.

Mail and in person:
Office of the Secretary of State
450 N 4th Street
PO Box 83720
Boise, ID 83720-0080

Online:
Idaho Secretary of State website

Start Your Idaho Corporation Today!

Arrow GraphicGet Started Arrow Graphic
Registered Agent Building Graphic

4. 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.

Learn how to get an EIN for your corporation.

Do I need an EIN for my Idaho Corporation?

The IRS requires corporations to get an EIN for their federal tax filings. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.

5. File the Beneficial Ownership Information Report

Starting in January 2024, most US corporations will be required to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). On this report, you’ll need to provide some information about your corporation, its beneficial owners, and (for new corporations) the company applicant.

  • Beneficial Owner: Anyone with at least 25% ownership stake in your company. Also includes anyone with significant control over company operations, such as your CEO, CFO, or General Counsel.
  • Company Applicant: The individual who filed your Idaho Articles of Incorporation with the Secretary of State. (Note: Corporations formed prior to 2024 don’t need to include company applicant information.)

You can file the BOI Report online via FinCEN’s E-filing system or hire us to handle it for you for $9.

What's the deadline for filling the BOI Report?

The deadline for your first BOI Report will depend on when you incorporated. If your company was formed…

  • Before 2024, you need to file by January 1, 2025.
  • In 2024, you must file within 90 days of incorporation.
  • In 2025 or later, file within 30 days of incorporation.

What information is required on the BOI Report?

New corporations must provide information about each beneficial owner and their company applicant. (Corporations formed before 2024 don’t need to give company applicant information.) You’ll also need to provide some basic company information.

Beneficial owner and company applicant information: 

  • Full name
  • Date of birth
  • Residential or business street address
  • Personal identification document (such as a driver’s license or passport), including the ID number

Company information:

  • Legal business name
  • Any DBAs/assumed business names
  • Business street address
  • State of incorporation
  • Employer Identification Number (EIN)

Will I need to update the BOI Report?

Yes. Whenever information that’s required on the BOI Report changes, (such as the chief officers, company name, or address) you’ll need to file an updated report within 30 days. You can file your updated report for free through FinCEN’s E-filing system.

Does information on the BOI Report go on the public record?

No. Unlike the information on your Idaho Articles of Incorporation, your BOI Report won’t be publicly available. The only groups that will be able to access BOI Report information are US government agencies, law enforcement, and financial institutions (for customer verification purposes).

Are there exemptions from the BOI Report?

Yes, there are 23 classes of exemption from the BOI Report. The most common exemptions include:

  • Large operating companies
  • Most financial companies, such as banks and credit unions
  • Investment companies registered with the Securities and Exchange Commission (SEC)
  • Insurance companies registered with a state or federal agency
  • Public utilities companies registered with a state or federal agency
  • Tax-exempt entities

6. Write Corporate Bylaws

Bylaws are the internal rules that govern your corporation. 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 free Idaho Corporate Bylaws templates), see our Idaho Corporate Bylaws resource.

Do I need corporate bylaws for my Idaho corporation?

Yes.  ID Statute § 30-29-206. notes that bylaws shall be adopted either by the incorporators or board of directors. Bylaws are usually adopted at the corporation’s initial organizational meeting.

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.

How do I write corporate 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.

What should I include in my corporate bylaws?

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?

Corporate bylaws can make other provisions as well, assuming additions are in accordance with state law.

7. 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?

Meetings are held at the call of a majority of incorporators (or directors, if named in the articles), and aren’t required to be held in Idaho. Any initial business actions can be taken without an organizational meeting, if written or electronically-transmitted consent describes the action taken and is signed by each incorporator.

8. 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 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.

9. File State 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.

Ready to Start a Corporation in Idaho?