Start a Corporation in North Carolina
To start a corporation in North Carolina, you’ll need to choose a North Carolina registered agent, file business formation paperwork with the Business Registration Division, and pay a $125 fee. You can use our tool below to fill out the Official North Carolina Articles of Incorporation, and even download, print, or save your progress, all for free.
The best part is you only need to enter your information once to create a free account and pre-populate your articles of incorporation, corporate bylaws, IRS filings, and ongoing annual filings to maintain your North Carolina corporation. You can use our free system to file direct with the state yourself or opt to have us help you out along the way.
How to Start a Corporation in North Carolina
A North Carolina corporation is a business with a legal existence that is 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 North Carolina, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Business Registration Division. You can file this document online or by mail. The articles cost $125 to file. Once filed with the state, this document formally creates your North Carolina corporation.
Name Your Corporation
To begin, you need a business name for your corporation, and that business name needs to meet North Carolina’s requirements as outlined in N.C. Gen Stat § 55D-20. Basically, your corporation’s name must:
- Include a designator like “Corporation,” “Corp.,” “Co.,” “Incorporated,” “Inc.,” or “Ltd.”
- Not include any words prohibited for use in North Carolina business names (for example: “Bank” or “Architect”) unless you have proper approval.
- Not contain any offensive words.
- Be “distinguishable” (unique) among business names in North Carolina.
Already have a business name? Check to see if it’s available.
Can I reserve a business name in North Carolina?
Yes. If you want to prevent another business from adopting your desired business name while you prepare to form a corporation, you can do so by filing a Application to Reserve a Business Entity Name with the North Carolina Secretary of State. The form costs $30 to file and will reserve your business name for 120 days.
What’s the difference between my corporation's name and an assumed business name?
The legal name of your corporation is the business name stated on your Articles of Incorporation. An assumed business name (sometimes called a DBA) is any name other than your corporation’s legal name or your own first and last name under which you transact business.
If you plan on doing business under a different name in North Carolina, you’ll need to register the name first. To do so, you’ll need to file an Assumed Business Name Certificate with your local county’s Register of Deeds.
Learn more about How to Get a North Carolina DBA.
Designate a Registered Agent
The next step is finding a North Carolina registered agent. A registered agent is someone you appoint to accept important legal and state mail on behalf of your corporation. Your registered agent could be you, another individual, or a company (like us). In North Carolina, every corporation is required to keep and maintain a registered agent. Before you can move on to the next step (filing Articles of Incorporation), you’ll need to know your registered agent’s name and address.
Learn why the pros use a registered agent service.
What does a registered agent do?
At a minimum, your registered agent must:
- Have a street address (no PO boxes or virtual offices) in the state of North Carolina.
- Keep regular business hours.
- Agree to accept legal mail (called service of process) on behalf of your business and forward it to you fast.
Can you be your own registered agent in North Carolina?
Yes. As long as you’re okay with listing your name and physical address on the public record, you can be your own registered agent. Keep in mind that you’ll need to keep regular business hours at this location and be available to accept any legal mail in person.
How do I maintain a registered agent in North Carolina?
To maintain a registered agent in North Carolina, you just need to keep the North Carolina Secretary of State updated on your registered agent’s information. This means that if your registered agent resigns or moves, you’ll need to file the proper paperwork to let the Secretary of State know.
Can I change my registered agent after I start a corporation?
Yes. You can change your registered agent in North Carolina anytime by filing a Statement of Change of Registered Agent form with the North Carolina Secretary of State. Changing your registered agent costs $5.
Submit Articles of Incorporation
To start a corporation in North Carolina, you must file Articles of Incorporation with the Business Registration Division. You can file the document online or by mail. The Articles of Incorporation cost $125 to file (add a $3 processing fee).
Note: All of the information on this form will become part of the public record.
To fill out the form, you’ll need to provide the following information about your corporation:
- Corporate Name: Include an indicator like “Corp.” or “Inc.”
- Authorized Shares: The number of shares you wish to create (minimum of one share). For multiple classes or series of shares, include an attachment explaining the rights and limitations of each share type.
- Registered Agent and Office: The name and North Carolina street address of someone who will accept your corporation’s legal mail.
- Principal Office: The address of your primary place of business. (Optional, but you will eventually need a principal office to list on your Annual Report).
- Other Provisions: Optional space to list additional provisions not otherwise listed in the form.
- Incorporator Name and Address: Anyone you authorize to sign and submit this form to the state.
- Company Officers: The names, titles, and addresses of your corporation’s officers (optional).
- Business Email: An email address for notification when documents are filed. This address will not be publicly accessible.
- Effective Date: Optional section to note a date the corporation
How can I keep my personal information off the public record?
Once your personal information is on the internet, there’s no taking it back. The names, addresses, and phone numbers listed on your articles will be readily available for marketers to find, use, and sell. That’s not a great feeling.
You can keep your personal information private by hiring a registered agent who will let you list their business address as your own on this form—like us. We list our business address across this form so you don’t have to. It’s the best way to guard your privacy when forming a corporation.
How do I file North Carolina Articles of Incorporation?
You can submit your articles online, by mail, or in person.
Mail and in person:
North Carolina, Secretary of State
Business Registration Division
P.O. Box 29622
Raleigh, NC 27626
North Carolina Online Registry
Start Your North Carolina Corporation Today!Get Started
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.
Do I need an EIN for my corporation?
Yes. 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.
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.
File the Beneficial Ownership Information Report
Starting 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, the company applicant, and beneficial owners, and (for new corporations).
- Company Applicant: This is the individual who filed your North Carolina Articles of Incorporation with the Secretary of State. It is important to note that corporations formed prior to 2024 are not required to include company applicant information.
- Beneficial Owner: Defined as anyone with at least a 25% ownership stake in your company. This also includes anyone with significant control over company operations, such as your CEO, CFO, or General Counsel.
How do I file the BOI Report?
Online. The good news is that filing your BOI Report is free, and can be completed using the Beneficial Ownership Secure System (BOSS) beginning January 2024.
What's the deadline for filing the BOI Report?
The deadline to file your BOI Report depends on when you incorporated:
- Companies formed before 2024—January 1, 2025.
- Companies formed in 2024—Within 90 days of incorporation.
- Companies formed in 2025 or later—Within 30 days of incorporation.
What information is required on the BOI Report?
You’ll need to include identifying information for each beneficial owner and (for corporations formed in 2024 or later) your company applicant. You’ll also need to provide some information about the corporation itself.
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
- Legal business name
- Any DBAs or assumed business names
- Physical business address
- State of incorporation
- Employer Identification Number (EIN)
Will I need to update the BOI Report?
Yes, you’ll need to file an updated BOI Report any time the information provided in the report changes, such as if your corporation changes owners or gets a new CEO. You have 30 days after the change occurs to file your updated report through BOSS.
Does information on the BOI Report go on the public record?
No. Unlike the information on your Articles of Incorporation, the BOI Report isn’t public record. The information on this report will only be accessible to government agencies, law enforcement, and financial institutions that need to confirm customer identity.
Are there any exemptions from the BOI Report?
Yes, there are 23 classes of BOI Report exemptions, including:
- 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
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 state bylaws (including a free North Carolina Corporate Bylaws template), check out our North Carolina Corporate Bylaws resource.
Do I need bylaws for my North Carolina corporation?
Yes. NC Gen Stat § 55-2-06 (2019) notes that bylaws shall be adopted either by the incorporators or 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.
How do I write bylaws?
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaw templates when you hire us to form your North Carolina 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 my 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?
NC Gen Stat § 55-2-06 (2019) states that North Carolina bylaws can make any other provision so long as it is not inconsistent with law or the Articles of Incorporation.
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 North Carolina organizational meetings?
The meeting doesn’t have to be held in the state. Furthermore, you can skip holding the meeting if all of the required actions are taken and recorded in writing and signed by each incorporator.
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 North Carolina corporation?
To open a corporate bank account in North Carolina, you’ll need to bring the following with you to the bank:
- A copy of the North Carolina 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 State Reports & Taxes
In North Carolina, corporations file an annual report each year and pay the nation’s lowest corporate income tax (3%). They also pay a state franchise tax.
What is the North Carolina Annual Report?
The North Carolina Annual Report is a relatively simple form you file with the Secretary of State each year to confirm or update your corporation’s ownership and contact information.
How much is the North Carolina Annual Report?
The report is $20 if you file online and $25 if you file with a paper form. Note that if you are changing your registered agent, you must file with a paper form.
When is the North Carolina Annual Report due?
If your corporation operates on a calendar year, the report is due April 15th. Operate on a fiscal year? Your report is due on the 15th day of the fourth month after the close of your fiscal year. If you fail to file your report, the state can dissolve your corporation.
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 can complete and submit your annual report for you for $100 plus the state fee.
What should I know about North Carolina corporate taxes?
North Carolina is home to the lowest corporate net income tax rate in the country: a flat 3%. While this is a point of pride for the Tar Heel State, note that corporations (including S corps) are also subject to the state’s franchise tax.
The corporate franchise tax rate is $1.50 per $1,000. This rate applies to one of the following tax bases (whichever results in the highest tax): net worth, investment in NC tangible property, or 55% of the appraised value of NC tangible property. The minimum franchise tax is $200.
Have an S corp? For the same tax bases, S corps just owe the minimum $200 for the first $1 million. However, S corps have to pay the regular franchise tax rate on any amount that exceeds $1 million.
North Carolina’s sales tax rate is a flat 4.75%. Unlike most states, cities and counties don’t tack on additional local sales taxes, so customers will pay the same rate at the counter from Asheville to Wilmington.