Start a Corporation in Wisconsin
We created this guide to make it easy for anyone to start a corporation consistent with Wisconsin state statutes. you can use this guide to complete this process yourself, or hire us to walk you through it and file for you. We make it easy and fool proof and charge only $39 + state fees. Plus you’ll get access to loads of other business tools, compliance notifications, and our expert Corporate Guides. We wish you luck on your new venture!
How to Start a Corporation in Wisconsin
A Wisconsin corporation is a type of business entity that creates legal separation between the business and its owners (shareholders). This independent legal status ensures that shareholders’ personal assets, apart from their investments in company stock, aren’t usually on the hook in the event that the corporation gets sued or can’t pay its debts. A corporation has has many of the same 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 Wisconsin, you’ll need to do three things: choose a name for the business, appoint a registered agent, and file Articles of Incorporation with the Wisconsin Department of Financial Institutions. You can file this document online or by mail. The articles cost of $100 to file. Once filed with the state, this document formally creates your Wisconsin corporation. Here’s everything you need to know about forming a corporation in Wisconsin.
1. Name Your Corporation
Your first step in forming a Wisconsin corporation is to give it a name. The name you choose must abide by WI Stat § 181.401 which states that your corporate name must:
- Contain the word “corporation”, “incorporated”, “company” or the abbreviation “corp.”, “inc.”, “co.” or a variation of these words or abbreviations.
- Be different from any other business that operates in Wisconsin.
- Not contain words like “limited liability company” or “LLC”—anything that may make your business sound like a different type of entity.
Got a business name picked out? Check to see if it’s available.
Yes. If you’re not ready to start your corporation, you can file a Name Reservation Application ($15) with the state. The application will reserve your desired name for up to 120 days.
The legal name of your business is the one listed on your Articles of Incorporation. A trade name (also called a fictitious business name) is any name you conduct business under that’s not your legal business name. In Wisconsin, a trade name is considered a trademark. You’re not required to register a trade name, but you may opt to register by filing a trademark application ($15) online or in person.
Learn more about trade names and how to obtain a Wisconsin DBA.
2. Designate a Registered Agent
Every Wisconsin corporation must appoint a registered agent. In accordance with WI Stat § 180.0501, your registered agent must:
- Have a physical street address in Wisconsin.
- Maintain regular business hours (9am-5pm).
- Accept legal and state mail on behalf of your corporation and forward it to you quickly.
Yes you can, but you might want to keep in mind that you’ll be required to list your name and address on your Wisconsin Articles of Incorporation. This means that your private information will become a part of the public record. If you want to maintain your privacy, a professional registered agent can help. At Northwest we’ll list our information instead of yours whenever possible.
Yes. To change your registered agent in Wisconsin, simply submit a Statement of Change for Registered Agent and/or Registered Office to the Wisconsin Department of Financial Institutions. The fee is $10.
3. Submit Articles of Incorporation
Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Wisconsin Articles of Incorporation. Here’s the information you’ll need to include:
- Business Name. Your name must include “Corporation,” “Incorporated,” “Company,” “Limited,” or an abbreviation for one of these words. Tip: Many corporations opt to keep it simple with “Corp” or “Inc.”
- Authorized Shares. How many shares would you like to create? You must authorize at least one share. You can distribute some or all of these shares later at your organizational meeting.
- Registered agent. For your Wisconsin registered agent, list either an individual who is a Wisconsin resident (like yourself) or a business ( but not your own). Tip: Personally, we’re fans of
- Registered office. The address you list must be a street address in Wisconsin. The registered address you list will be where your agent will be available to accept legal notices. Tip: Our address will go here when you hire Northwest.
- Other provisions. This section is optional, but maybe you have other provisions you’d like to add. For instance, if you want your corporation to begin on a specific date in the future or if you want to grant preemptive rights to shareholders, you could include those provisions here.
- Wisconsin incorporator. Your incorporator signs your Articles of Incorporation. They can be a director, officer, or another person you authorize to submit your articles. You must have at least one incorporator, and all incorporators must include their names and addresses. Tip: We’ll be your incorporator when you hire Northwest to form your Wisconsin corporation.
- Document drafter. List the name of the person who actually prepared your Articles of Incorporation. Typically, this person is the same as the incorporator. (So we’ll be your drafter when you incorporate with Northwest.)
- Email or postal address. This information will go on the filed copy of your Articles of Incorporation. Tip: When you hire Northwest, you can list our address here.
Most documents filed with the Wisconsin Department of Financial Institutions, Division of Corporate and Consumer Services are public records. Unfortunately, this means pesky marketers and data brokers can find your information online (and sell it). Yes, that stinks. The best way to safeguard your privacy is to hire a registered agent who allows you to use their business address on this form—like us. This spares you from listing your personal address on the public record.
You can submit Articles of Incorporation by mail or online. They cost $100 to file. Online filings are processed almost immediately. Mailed filings can take up to 7 business days once received. Add $25 and your articles will be processed the same day they are received in the mail.
Standard Mail:
The state of WI-Dept. of Financial Institutions
PO Box 93348
Milwaukee, WI 53293-0348
Express or Priority Mail:
The state of WI-Dept. of Financial Institutions
Division of Corporate and Consumer Affairs
4822 Madison Yards Way, North Tower
Madison, WI 53705
Start Your Wisconsin Corporation Today!
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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.
The IRS requires corporations to get an EIN for their federal tax filings, and the Wisconsin Department of Revenue 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.
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.
5. 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 Wisconsin Corporate Bylaws (including a free Wisconsin Corporate Bylaws template), see our Wisconsin Corporate Bylaws resource.
No. WI Stat § 180.0206 (2019) notes that bylaws can be adopted either by the corporation’s incorporators, board of directors, or shareholders, but it’s not required.
If you decide to write bylaws, you don’t need to worry about submitting them to the state. Corporate bylaws are internal documents you keep with your other corporate records, such as meeting minutes and resolutions.
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:
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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?
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Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
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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?
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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?
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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?
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Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Wisconsin bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, WI Stat § 180.0626 (2019) states that Wisconsin bylaws can determine if the shares of a company have to be issued with a certificate. If the board of directors votes to authorize the issuance of shares without certificates, the corporation must send its shareholders a written statement of the same information required on share certificates.
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 Wisconsin 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.
6. 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.
Your organizational meeting doesn’t have to be held in Wisconsin, and per WI Stat § 180.0205 (2019), action can be taken without a meeting as long each action is recorded and signed by each incorporator.
7. Open a Corporate Business 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.
To open a corporate bank account in Wisconsin, you’ll need to bring the following with you to the bank:
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A copy of the Wisconsin corporation’s Articles of Incorporation
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The corporation’s bylaws
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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.
8. File Wisconsin Reports & Taxes
In Wisconsin, corporations file an annual report each year. Your corporation is also subject to state taxes, including a corporate franchise tax on net income.
The Wisconsin Annual Report is a filing you must submit each year. This filing will update your corporation’s current contact and ownership information. These reports are submitted to the Wisconsin Department of Financial Institutions, Division of Corporate and Consumer Services.
It depends on how you submit your report. Wisconsin favors of online submissions—which is why the report costs $25 if you file online and $40 if you use the paper form.
Your filing will have one of four due dates: March 31st, June 30th, September 30th, or December 31st, depending on which quarter of the year you first registered your business. For example, if you registered sometime between July and September, your filing will be due September 30th.
These filings can be easy to forget—which is why we send our clients automatic reminders for your Wisconsin Annual Report filing. Or better yet, let us file for you. With our business renewal service, we send you the completed annual report, then submit the report for you for $100 plus the state fee and any tax owed.
Wisconsin has a corporate franchise tax on net income. The rate is a flat 7.9%. Have over $4 million in gross receipts? Your corporation will also be subject to the state’s economic development surcharge. The surcharge is 3% of gross tax liability. There’s a minimum surcharge of $25 and a maximum of $9,800.
The state sales tax is 5%. County and specialty rates can tack on up to 0.6% more, so total sales tax rates vary between 5% (like in Appleton and Oshkosh) and 5.6% (like in Milwaukee and Allenton).
Most likely. For example, if you have employees or need a seller’s permit you’ll have to register with the Department of Revenue. Initial registration costs $20 and the renewal fee is $10. (You’re required to renew your registration with the Wisconsin Department of Revenue every two years.) You can register with the Department of Revenue on their website or by filing a paper Business Tax Registration application. You’ll need your EIN before you can register.
Ready to Start a Corporation in Wisconsin?
