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Michigan Corporation Service We’re Just Not Annoying®

How to Start a Corporation in Michigan

To start a Michigan corporation, you must file Articles of Incorporation with the Department of Licensing and Regulatory Affairs (LARA) and pay a $60 minimum filing fee. While this filing creates your business, it’s really just the first step to launching your Michigan corporation. The complete steps to incorporating in Michigan are as follows:

  1. File Michigan Articles of Incorporation
  2. Pay LARA a minimum of $60
  3. Wait to receive the approved copy of your Articles of Incorporation
  4. Get a federal tax ID (EIN) for the corporation
  5. Create Michigan corporate bylaws
  6. Take these documents to the bank and get a Michigan corporate bank account
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Michigan Articles of Incorporation free download. When you're done filling out the form, submit it to your state.

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Documents & Forms

How to File Michigan Articles of Incorporation

To form a Michigan corporation, you file the Articles of Organization in the following steps:
Step 1 Choose a name and purpose for your new corporation
Step 2 Decide how many shares to authorize
Step 3 Decide if you want to hire a registered agent service to minimize public disclosures
Step 4 Choose an incorporator to sign and submit your Articles
Step 5 Choose whether or not to include any optional provisions
Step 6 File online and pay with a credit card (fastest), mail to the Michigan Department of Licensing and Regulatory Affairs, Bureau of Commercial Services, Corporation Division at PO Box 30054, Lansing MI 48909-7554 with a check or money order, or drop off Articles and payment at 2501 Woodlake Circle, Okemos, MI 48864

How Long Does it Take to Start a Michigan Corporation?

1

Fastest 1 Day

File online or in person and you could technically have your Articles processed in an hour or two—if you’re willing to shell out an extra $500-$1000. Much more reasonable, however, is same-day processing for $100.

3

Not Too Shabby 3 Days

Forgo expediting fees and submit your Articles online or in person. The average turnaround time is 3 days.

10+

Archaic 10+ Days

Filing by mail? Unless you pay for expediting, you’ll not only have to wait a couple extra days for mail time—you’ll also have to wait a week or so for the state to process your Articles by hand.

What is the Cost of a Michigan Corporation?

The state’s minimum filing fee for Michigan Articles of Incorporation is $60. If you have more than 60,000 shares, the fee increases along with the number of shares.

Hire Northwest to form your Michigan corporation, and your total, out-the-door cost is $285 ($385 for one-day filing), including a year of registered agent service and all the forms you need to open a corporate bank account.

How Much Does a Corporation in Michigan Cost Each Year?

$25. This is the filing fee to submit your mandatory Michigan Annual Report.

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What is a Michigan Annual Report?

Your Michigan Annual Report is a form you file with LARA’s Corporation Division to update your corporation’s ownership and contact information. The report and $25 fee are due May 15th each year. Forget to file? There’s a late penalty of $10 a month (topping out at $50). Your corporation will automatically be dissolved if you fail to submit reports for two years and 60 days.

As your registered agent, Northwest can help you avoid annoying late fees and penalties. We’ll send you reminder notices for your Annual Reports to help keep you in compliance. Or, for $100 plus filing fees, you can hire us to file your Annual Report on your behalf.

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What are the Taxes for a Michigan Corporation?

The Michigan corporate net income tax rate is a flat 6%. Note that some Michigan cities have a city income tax as well, including Detroit, Grand Rapids, Lansing, Flint, Pontiac and Saginaw. The tax rate in Grand Rapids, for example, is 1.5%.

The state’s sales tax rate is also a flat 6%. Cities and counties can’t tack on additional local sales taxes, so you’ll pay the same 6% at the counter from Detroit to Houghton.

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Is a Registered Agent Required for a Michigan Corporation?

Yes, you must include your Michigan registered agent (also called a “resident agent”) in your Articles of Incorporation. You could try to save a few dollars and be your own registered agent—although you’d have to include your name and the street address where you’d be available during business hours. And, this information would become part of the permanent public record of your Michigan corporation, available to any busybody or data seller interested in you or your business. Yet another downside of being your own registered agent is that you would need to be regularly available at the address you list. Not running errands or in meetings (or at the lake).

Instead, many corporations in Michigan hire Northwest to be their registered agent. Our clients can list our registered office throughout their Articles of Incorporation. This way, as their corporation grows and changes, they don’t have to worry about updating addresses or turning away unwanted visitors at their home or office. We also accept, scan and send any legal notifications the same day, so corporations can stay on top of their businesses from wherever they are (and even Mackinac Island has Internet these days).

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Michigan Corporation Versus Michigan LLC:

State filing fees are pretty similar for both Michigan corporations and LLCs. For both entities, Annual Reports are $25 and most other general forms cost the same for either business type. The one exception is for Articles. For corporations, Articles are slightly more expensive ($10 more)—unless your corporation has an enormous number of shares, in which case it could be much more expensive. For example, if you have between 5 and 10 million shares, you’ll pay $510 dollars to submit Articles instead of $60.

While filing fees are generally pretty similar, operations can be fairly different for LLCs and corporations—so it’s good to take into consideration the needs of your particular business. For instance, corporations often appeal to large businesses—their familiar, formal structure makes managing easier on a bigger scale. The flexibility of stocks also gives corporations options LLCs don’t have, like offering preferred stock to more cautious investors. LLCs, on the other hand, are popular for small businesses because they’re a little simpler to operate and understand. Leaning toward a Michigan LLC? Here’s information on starting an LLC in Michigan.

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Do I Need a Tax ID Number (EIN) for a Michigan Corporation?

Absolutely—not only does the IRS require corporations to have an EIN for federal tax filings, but you may need your EIN for local tax registration, license applications or even just to open a corporate bank account. You can get your EIN directly from the IRS for no fee. Or, skip the extra application and hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for Northwest’s incorporation service.

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Does a Michigan Corporation Need a Business License?

There isn’t a general state-level business license in Michigan, but some cities and counties have their own licensing requirements. For example, all businesses in Sterling Heights must pay a $50 fee to register their business and receive their business certificate.

Does a Michigan Corporation Need Bylaws?

Yes, you’ll need bylaws—they’re essential for organizing your Michigan corporation. They’re not, however, a document you file with the state like Articles of Incorporation or Annual Reports. Michigan is more concerned with making sure you pay all your taxes and fees than how many board members your corporation requires to pass a resolution.

While the state may not be so interested in these details, the policies and procedures in your bylaws are critical for your corporation. Essentially, your bylaws determine who has power over what in your corporation. In your bylaws, you decide who’s on the board of directors, how long they stay, and how they’re replaced. You decide who your officers are and what their duties will be. You also lay out what classes or series of shares you’ll have, including any voting rights or restrictions. And while bylaws are a private, internal document, you’ll occasionally need to present your bylaws to those outside your business. Your bank will need your bylaws when you open a corporate account, and potential investors and partners will want to check out your bylaws as well.

Your bylaws spell out how your business actually works—so in short, they’re critical. That’s why we give you free corporate bylaws when you hire Northwest to form your Michigan corporation. We’ll give you other key forms as well, from resolutions to meeting minute templates. We’ve spent years refining and developing our forms to ensure our clients have everything they need and don’t waste their time agonizing over paperwork. Take a look at the free corporate forms we provide to help corporations form and maintain their businesses.

Michigan Articles of Incorporation Requirements

Business Name

Your name must include “Corporation,” “Company,” “Incorporated,” “Limited,” or an abbreviation of one of these words. Tip: Most corporations keep it short and sweet with “Corp” or “Inc.”

Purpose

If you’re creating an educational corporation, you’re required to list a specific purpose. Otherwise, it’s sufficient to list a general purpose such as “the corporation may engage in any activity within the purposes for which corporations may be formed under the Act.” Tip: Most corporations list a general purpose.

Authorized Shares

List the number of shares you’re creating. You must have at least one share. If you have multiple classes or series of shares, list the number of each, as well as any rights or restrictions for the class or series.

Resident Agent

You can list a business (but not your own) or an individual Michigan resident (such as yourself). Tip: We recommend Northwest.

Registered Office

This Michigan street address is where your resident agent accepts legal notifications on behalf of your company and will be a matter of public record. Tip: Our address will go here when you hire Northwest.

Michigan Incorporator

Incorporators sign and submit your Articles of Incorporation. Many people assume an incorporator must be a director, but it doesn’t have to be anyone in your corporation—just someone you authorize to submit your Articles. Tip: We’ll be your incorporator when you hire us to form your Michigan corporation.

Creditors

This provision is optional. In essence, it’s a statement about working out arrangements or plans of reorganization with creditors. Generally, this provision gives permission for a court to order a meeting in which ¾ of creditors and ¾ of shareholders can agree to a binding arrangement or plan.

Written Consent

This provision is also optional. Essentially, this provision gives permission for actions normally taken at corporate meetings to be done without notice or vote if consent is given in writing.

Corporate Compliance
by Local Corporate Guides®