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Vermont Corporation Service We’re Just Not Annoying®

How to Start a Corporation in Vermont

To start a Vermont corporation, you must file Articles of Incorporation with the Secretary of State and pay a $125 filing fee. While this filing creates your business, it’s really just the first step to launching your Vermont corporation. The complete steps to incorporating in the Green Mountain State are as follows:

  1. File Vermont Articles of Incorporation
  2. Pay the Vermont Secretary of State $125
  3. Wait to receive your approved Articles
  4. Get a federal tax ID (EIN) for the corporation
  5. Create Vermont corporate bylaws
  6. Take these documents to the bank and get a Vermont corporate bank account
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Vermont Articles of Incorporation free download. When you're done filling out the form, submit it to your state.

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How to File Vermont Articles of Incorporation

To form a Vermont corporation, you file the Articles of Incorporation in the following steps:
Step 1 Choose a name for your new corporation
Step 2 Choose your corporation type and fiscal year end month, and include a business description and email
Step 3 Decide what address you’d like to list publicly
Step 4 Decide if you want to hire a registered agent service to minimize public disclosures
Step 5 Decide how many shares of stock to authorize and their par value
Step 6 Choose an incorporator to sign and submit your Articles
Step 7 Choose directors for your corporation
Step 8 File online and pay $125 with a credit card (fastest) or mail 2 copies to the Vermont Secretary of State Corporations Division at 128 State St, Montpelier VT 05633-1104 with a check or money order for $125

How Long Does it Take to Start a Vermont Corporation?

1

Fastest: 1 Day

File online yourself and receive your approval quickly, typically the same day.

1

Almost Fastest (and some might say better): 1 Day

Avoid the headache of creating an account and clicking through pages and pages of questions. Instead, hire Northwest. Just answer a few easy questions about your business, sit back, and let our Corporate Guides do the rest.

7-10

Archaic: 7-10 Days

The Vermont Secretary of State makes it tough to apply with a paper form (they don’t even have the forms readily available on their site). Once you manage to submit your filing, expect to wait a week or more for processing.

What is the Cost of a Vermont Corporation?

$125. This is the state filing fee to submit Vermont Articles of Incorporation.

Hire Northwest to form your Vermont corporation, and your total out-the-door cost is $350. This includes state fees, a full year of registered agent service, and loads of forms and tools to help you with your new business.

How Much Does a Corporation in Vermont Cost Each Year?

$45. This is the fee to file the Vermont Annual Report.

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What is a Vermont Annual Report?

Your Vermont Annual Report is a form you file with the Vermont Secretary of State each year to confirm or update your corporation’s ownership and contact information. Note that you can’t update your registered agent or office with this report—that requires a separate Registered Agent or Office Address Change form. Your report is due two and a half months after your fiscal year end. Forget to file? There’s a $25 late fee.

At Northwest, we’ll help you avoid annoying late fees and penalties. When you hire us as your registered agent, we’ll send you reminder notifications to help ensure you stay in compliance. Or, for total peace of mind, you can even hire us to submit your Vermont Annual Report for you.

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What are the Taxes for a Vermont Corporation?

The Vermont corporate net income tax rates are:

6%: $0 to $10,000
7%: $10,001 to $25,000
8.5%: over $25,000

Most corporations have a minimum tax of $300. The minimum increases to $400 if your corporation also has over $2 million in gross receipts (and jumps to $750 if you have over $5 million in gross receipts).

Have an S corp? Instead of the corporate net income tax, your business is subject to Vermont’s Business Entity Tax (a flat $250).

The Vermont sales tax rate is 6%. Cities are permitted to add on an additional percent, so in cities like Burlington and South Burlington, the rate is 7%. There are also loads of specialty taxes, especially for specific goods and services. For instance, there’s a 9% tax on prepared meals, restaurant meals and hotel rooms.

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Is a Registered Agent Required for a Vermont Corporation?

Yes, Vermont Statute 11A V.S.A. §5.01 requires corporations to continuously maintain a Vermont registered agent. Your agent accepts legal notices at the registered office you list in your public incorporation documents.

So who can be your agent? You can appoint either a business or an individual Vermont resident, such as yourself or someone in your corporation. Being your own agent comes with its fair share of annoyances though—particularly when you’re already busy running your corporation. Because your name and registered office address are public, your information is free for the taking for data sellers, competitors and plain old busybodies. Even more frustrating is that the job requires regular availability. If you don’t plan on hanging out in your office day in and day out, you may want to seek out an alternative.

The best alternative? Hire Northwest Registered Agent. Our address will go on your Articles of Incorporation so you can better maintain your privacy. We’ll also accept, scan and send you any legal notifications the same day. We’re in the business of being available so that you can be free to run errands, take a business trip—or spend a ski weekend at Smuggler’s Notch. Wherever you need (or want) to be, we’ll be standing by to take care of all your registered agent needs.

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Vermont Corporation Versus Vermont LLC:

When it comes to costs, Vermont corporations and LLCs aren’t too different. Formation fees are the same, and Vermont Annual Report fees are within $10 of each other ($45 for corporations and $35 for LLCs). And no matter which entity or tax election you choose, there will be tax obligations that run at least a couple hundred dollars a year (either the corporate net income tax or the Vermont Business Entity Tax).

Costs aren’t the only consideration when choosing a business entity. Corporations and LLCs operate a bit differently as well. For instance, corporations are common choices for large or complex businesses. Why? Their formal internal structure makes it easy to manage lots of people and parts. Corporations have also been around a long time. This not only means they’re more familiar—they also have a long legal history. This can be useful to help guide your corporation’s business decisions in an often confusing legal world. LLCs, on the other hand, are popular for small businesses because they don’t have all the formal requirements of a corporation. This can make an LLC easier to understand and operate, particularly for new business owners. Interested in an LLC? Here’s information on starting a Vermont LLC.

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

Yes, the IRS requires corporations to obtain an EIN. You’ll use this tax ID number for your federal tax filings. You may need your EIN for other business paperwork as well, from opening a corporate bank account to applying for licenses or permits.

To get an EIN, you can fill out the IRS’s application yourself for no fee. If you’d rather spend a little money to save some time and paperwork, you can skip this extra application and hire Northwest to get your EIN for you—just tick the box that says “EIN service” during checkout when you sign up for our Vermont incorporation services.

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Does a Vermont Corporation Need a Business License?

Vermont itself doesn’t have a general business license, but many local areas have licensing requirements of their own. For instance, if you operate in the town of Brattleboro, you’ll need a business license (and a $40 sign permit if your location needs signage).

Does a Vermont Corporation Need Bylaws?

Absolutely. You’ve already made a lot of important decisions for your business, from your name to your registered agent (which we hope is us). But you still have many more essential decisions to make about the day-to-day functions of your business. These decisions make up your Vermont corporation’s bylaws.

The people in your corporation—directors, officers, shareholders—have different powers. Your bylaws will determine the scope of their authority and outline all the procedures for making corporate decisions and changes. For instance, your bylaws say who is on the board of directors, how long they get to stay there, and how board members are replaced. They state how many board members are needed to vote on a resolution. Your bylaws list your officers and say who is authorized to act on behalf of the corporation in different situations, from signing a contract to calling a meeting. These decisions will seriously impact how your business operates, making your bylaws the single most important internal document of your Vermont corporation.

Bylaws are critical and deserve careful consideration. At Northwest, we’re here to help you get started on the right foot. When you hire us to form your Vermont corporation, we give you free corporate bylaws. We give you other free forms as well, such as resolutions and record-keeping templates. Take a look at the free corporate forms we provide to help corporations form and maintain their businesses.

What is the Vermont Corporation Statute?

Vermont Statutes – Title 11A Vermont Business Corporations

Vermont Articles of Incorporation Requirements

Business Name

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

Corporation Type

If you want to create a special type of corporation, such as a Professional Corporation, Worker’s Cooperative Corporation, or Benefit Corporation, tick the appropriate box here. Note that these special types of corporations are each subject to different sections of the Vermont Statutes, so they have additional regulations and requirements.

Fiscal Year End

Want your Vermont corporation to operate on a calendar year? Skip this section. Otherwise, list the month your fiscal year ends.

Business Description

Either write a few words describing what your business plans to do (such as “real estate management” or “motorcycle repair and maintenance”) or include the NAICS code that most closely matches your business. NAICS codes are six-digit codes that describe pretty much any business activity you can think of.

Business Email

Providing an email is optional. Tip: All the information in your Articles of Incorporation becomes part of the public record, so many corporations skip this section.

Principal Office

This is your primary business address. You must include a street address (although you can include a separate mailing address as well). Tip: Hire us as your registered agent and you can use our Vermont address as your principal office address.

Registered Agent

List either an individual (such as yourself) or a business (such as Northwest). Tip: As you may have guessed, we recommend Northwest.

Registered Office

This Vermont street address is where your agent will be available to accept legal notifications. You’ll also need to include your agent’s email address. Tip: Our address and email will go here when you hire Northwest.

Authorized Shares

List the number of shares you want to create and the total par value of all capital stock. Par value (also known as “face value”) is the price listed on stock certificates and is typically the lowest value at which a share can be traded.

Division of Capital Stock

In this section, you’ll note whether or not your shares will be divided into different classes or series. For each class or series, you’ll need to note two things: if they have unlimited voting rights and if they are entitled to net assets if your Vermont corporation dissolves.

Vermont Incorporator

Your incorporator signs your Articles of Incorporation. Your incorporator can be a director, officer, or just someone you authorize to submit your Articles. Incorporators must include their names and addresses. Tip: We’ll be your incorporator when you hire Northwest to form your Vermont corporation.

Directors

List the names and addresses of your directors. Haven’t sorted out your directors yet? You can skip this section—just note that you’ll have to provide this information on your first Vermont Annual Report.

Effective Date

Want your Vermont corporation to begin right away? Skip this section. Prefer to have your business start on a specific date? You can list an effective date up to 90 days in the future. Tip: Most corporations skip this section.

Corporate Compliance
by Local Corporate Guides®