Start a Corporation in Michigan

Your corporation’s name is the name you filed with the state in your Articles of Incorporation. A DBA (sometimes called an assumed business name in Michigan) is essentially a registered nickname for your already established business. It’s any name your corporation uses to do business with that’s not the corporation’s legal name.

A DBA or “doing business as” name is also sometimes called a trade name or fictitious business name. Corporations that are looking to diversify their brand or create separate business identities often use a DBA because it saves the corporation owners the hassle of having to file and pay for separate corporation every time they want to use a new name.

To get a DBA in Michigan you’ll need to register it with the state by paying $25 and filing a Certificate of Assumed Name.

Thinking about using a trade name? Learn How to Get a Michigan DBA.

You betcha. But you might want to give it some thought. Registered agents need to be available during regular business hours, and list their name and address on public record. If you’re someone who values a flexible business schedule or wants to keep your private information on lock down, being your own registered agent may not be the right move.

Yes, you can change your Michigan registered agent. You’ll need to complete and file a Certificate of Change of Registered Agent form with the Michigan Department of Licensing and Regulatory Affairs (LARA). The Michigan Certificate of Change must be submitted by mail or in person and costs $5 to file.

Your articles can be filed online, by mail, or in person. It costs $60 to file Michigan’s Articles of Incorporation. It can take up to two weeks for online and in person filings to be processed. Mailed filings can take a whole month. Don’t feel like waiting? Pay $50 extra and you can have your corporation ready to go within 24 hours. Pay an extra $100 for same-day processing. If you have deep pockets and the patience of a toddler, you can get your corporation formed in 2-hours for $500, the in one hour for $1,000.

Mail:
Michigan Department of Licensing and Regulatory Affairs
Corporations, Securities & Commercial Licensing Bureau
Corporations Division
P.O. Box 30054
Lansing, MI 48909

In Person:
Corporations Division
2501 Woodlake Circle
Okemos, MI

Online:
LARA Corporations Online Filing System

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.

You’ll need to provide some information about the corporation itself as well as identifying information for each beneficial owner. For corporations formed in 2024 or later, you’ll need to also include information regarding your company applicant.

Beneficial owner and company applicant information:

• Full legal name
• Birth date
• 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 or assumed business names
• Physical business address
• State of incorporation
• Employer Identification Number (EIN)

Probably. Anytime your corporate information changes (new of ownership, change of CEO, new corporate address, etc…) you’ll need to file an updated BOI Report. The report is free to file online through BOSS. Note: You have 30 days after the change occurs to file your updated report.

No. The BOI Report isn’t public. Unlike your Michigan Articles of Incorporation, the information on your BOI Report is only accessible to government agencies, law enforcement, and financial institutions that need to confirm customer identity.

Yes, there are 23 classes of exemption from the BOI Report. Exemptions include (but aren’t limited to):

• 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

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?

Michigan bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, MI Comp L § 450.1501 (2019) states that bylaws can prescribe the qualifications required for a member of a corporation’s board of directors.

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 Michigan 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.

The fee to file an annual report in Michigan is a flat $25, regardless of the size or net worth of your corporation.

The filing is due by May 15, beginning the year after your corporation was formed. Michigan will send out a pre-printed report to your registered agent 90 days ahead of the due date—either by mail or to the agent’s email address of record. There is an additional $10 fee for each month a corporation’s report is delinquent. The maximum late fee tops out at $50—but if a corporation is delinquent for two years, it will be dissolved by the state 60 days later.

These filings can be easy to forget—which is why we send our clients automatic reminders for your Michigan Annual Report filings. Or better yet, let us file for you. With our business renewal service, we can we can complete and submit your annual report for you for $100 plus the state fee.

The Michigan corporate net income tax rate is a flat 6%. Note that several Michigan cities impose an additional income tax as well. Detroit, for example, places a separate 2% income tax on residents.

The state’s sales tax rate is also a flat 6%. Cities and counties can’t add on additional local sales taxes, so you’ll pay the same 6% across the state.

Yes, if your business has employees or sells tangible personal property in Michigan, you’re required to register with the state’s Department of Treasury. You can register via Michigan Treasury Online (MTO). You’ll need your EIN before you can register.