Start a Corporation in Nebraska

Your corporation’s legal name is the one listed on the Articles of Incorporation. A trade name (sometimes called a DBA) is any other name under which your corporation does business. Trade names must be registered with the Nebraska Secretary of State. To register a trade name in Nebraska, you’ll need to fill out the Application for Registration of Trade Name and submit it to the Secretary of State either online ($100) or by submitting the paper form ($110). After filing the application, you’ll need to publish a legal notice in a local newspaper announcing your trade name. The newspaper will then provide an Affidavit of Publication, which you’ll file with the Nebraska Secretary of State. From the time you register your trade name, you have 45 days to take care of the publication requirement.

Considering using a trade name? Learn more about How To Get a Nebraska DBA.

Yes. But if you go that route, you’ll need to list your name and street address on the public record. You’ll also need to be available during regular business hours to accept legal mail.

Yes. You can change your registered agent in Nebraska at any time for $10 by filing the Statement of Change of Designated Office, Registered Agent and/or Registered Agent’s Address form. You can only submit this form in person or by mail.

Online:
Nebraska’s eDelivery System
(You’ll need to upload a signed PDF).

By mail or in person:
Nebraska Secretary of State
P.O. Box 94608 Lincoln, NE
68509

In person:
Nebraska Secretary of State
Business Services
1201 N Street, Suite 120
Lincoln, NE 68508

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)

Yes, but only if any of the information provided in your BOI Report changes. This means that if your corporation changes owners or gets a new CEO, you’ll need to update the report. You have 30 days after the change occurs to file your updated report through BOSS. Note: Updating the report is free.

No. Unlike the information on your Articles of Incorporation that you filed with Nebraska, your BOI Report information won’t go on the public record. Only government agencies, law enforcement, and financial institutions will be able to see the report.

Yes, there are 23 classes of BOI Report exemptions. Some exemptions are granted 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?

Nebraska bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, NE Code § 21-224 (2019) states that Nebraska bylaws can require that the corporation reimburse expenses incurred by a shareholder in soliciting proxies (invitation of shareholders to allow someone else to vote for them at shareholder meetings) or consent in connection with an election 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 Nebraska 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.

For domestic Nebraska corporations, the Occupation Tax (filing fee) is based on the business’s total paid-in capital. The minimum fee is $26 for up to $10,000 in paid-in capital.

A complete breakdown of the tax rates for corporations can be found on the state’s Domestic and Foreign Corporation Filings page. However, it’s only available during the filing period (beginning January 1 of even-numbered years).

The Nebraska Biennial Report and Occupation Tax is due by March 1st in even numbered years.

These filings can be easy to forget—which is why we send our clients automatic reminders. Or better yet, let us file for you. With our business renewal service, we complete the report portion of the filing, give you the completed report to add your tax info, and then we and submit your filing for you for $100 plus the state fee.

Besides the occupational tax discussed above, Nebraska corporations also must contend with a corporate income tax.

The corporate income tax rate is a two-tiered tax rate. Corporate income up to $50,000 is taxed at 5.58%. All income higher than $50,000 is taxed at 7.81%. For the past 15 years, Nebraska has apportioned multistate income based only on sales the company makes in the state.

The Nebraska sales tax is 5.5%. City, county and specialty sales taxes can be tacked on as well, making the average total sales tax 6.038%.

Registration is required in Nebraska if you will have employees, intend to engage in retail sales, renting/leasing tangible personal property, or will be providing services which are subject to sales tax. You can register online or by filing Nebraska Tax Application Form 20. After registering, you will be assigned a Nebraska State Identification number.