The legal side of incorporating
a business — made clear
Walk through every legal step to incorporate a business — Articles of Incorporation, Corporate Bylaws, S Corp election, EIN, and more. State-specific guidance and attorney-drafted documents included.
Takes about 10 minutes · Covers all 50 states · Personalized to your structure and state
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What makes this different
General information about how to incorporate a business is widely available. What's harder to find is accurate, step-by-step guidance that reflects your state's requirements and the actual documents you need.
State-specific where it matters
Filing fees, agency names, processing times, and annual compliance deadlines are pulled from official state sources and displayed for your state. Not estimates — the actual figures for where you're registering.
Attorney-drafted documents included
The essential formation documents for your structure are included in your package at the end — prepared to a legal standard, ready to complete without starting from a blank page.
One step at a time — no overwhelm
Each screen covers exactly one thing. You move through the process in sequence — no jumping between tabs, no piecing together information from multiple sources.
Plain language at every step
Every legal term is explained at the point where it matters. By the end you understand what you did and why — not just that you've completed a form.
Most business guides skip the legal part. This one starts there.
Whether you're forming a C Corporation from scratch, electing S Corporation tax status after incorporating, or converting an existing LLC or sole proprietorship into a corporation — the legal formation process follows the same steps. The state you're filing in determines the fees, agency names, and processing times, but the sequence doesn't change.
A corporation is a fully separate legal entity that can issue stock, bring in investors, and exist independently of its owners. It's the right structure when your business plans to raise outside capital, issue equity to employees, or build toward acquisition. The trade-off is more administrative overhead than an LLC — strict record-keeping, annual meetings, bylaws, and board resolutions — but for the right business, it's the correct foundation.
One of the most common points of confusion: S Corp is not a business structure — it's a tax election. You incorporate a business (forming a C Corporation), then file IRS Form 2553 with the IRS to elect S Corporation tax treatment. This journey covers both.
What this journey covers
Legal formation — step by step- Protecting your personal assets
- State-specific filing requirements
What most guides cover
Business ideas and planning- Finding customers and marketing
- Pricing and operations
Which business structure is right for you?
LLC (Limited Liability Company)
The most common choice for small business owners. Separates your personal assets from business debts and lawsuits, with flexible tax treatment. Works for one owner or multiple.
Corporation (Inc.)
The right structure when you plan to raise investment, issue stock, or bring on outside shareholders. Fully separate legal entity with strong investor credibility. S Corp tax treatment is available as an election after incorporating.
Best for investment-track businesses
Sole Proprietorship
The simplest structure — no state registration required in most cases. You and the business are legally the same entity. No liability protection, but minimal paperwork to get started.
General Partnership
For two or more people going into business together without formal registration. Simple to form, but each partner is personally liable for the business's obligations.
Professional LLC (PLLC)
Required in many states for licensed professionals — doctors, lawyers, accountants, architects, and similar fields. Combines LLC liability protection with professional licensing compliance.
Not sure which fits? Answer a few questions and get the right formation package for your business.
Get started
What the journey covers — every step explained, with your state's details filled in as you go
Each step covers one part of the formation process. Filing fees, agency names, and deadlines update to reflect your state once you select it inside the journey.
Choose your business structure
LLC, Corporation, Sole Proprietorship, General Partnership, or PLLC — your structure determines your liability, taxes, and paperwork. Each option is explained clearly so you can choose with confidence.
Register your business with your state
File your formation documents with the right state agency. You'll see the exact fees, processing times, and filing options for your state.
Create your governing documents
The internal documents that define how your business runs — who owns what, how decisions are made, and what happens if something changes.
Apply for your federal tax ID (EIN)
Your EIN is your business's federal tax ID — you need it to open a bank account, pay employees, and file taxes. Free to get, takes 10 minutes directly from the IRS.
Open a business bank account
Keeping business and personal finances separate protects your liability and simplifies your taxes. Here's what to bring and what to look for in an account.
Get your licenses and permits
Most businesses need at least one license or permit to operate legally. We'll point you to the right official resources for your state and business type.
Keep your business in good standing
After you register, most states require annual or biennial filings to keep your business active. We'll show you what's due, when, and what it costs in your state.
Registration fees, agency names, processing times, and annual filing deadlines update to reflect your state once you select it in the journey.
What you'll receive
Attorney-drafted documents matched to your structure — ready to complete.
LLC Formation Package
- Limited Liability Company LLC Operating Agreement
- Single Member Limited Liability Company LLC Operating Agreement
- Articles of Organization for Domestic Limited Liability Company LLC
- LLC Notices, Resolutions and other Operations Forms Package
- Sample Cover Letter for Filing of LLC Articles and Certificate with Secretary of State
- Application for Name Reservation
- I.R.S. Form SS-4 (to obtain your federal identification number)
Corporation Formation Package
- Articles of Incorporation for Domestic For-Profit Stock Corporation
- Bylaws for Corporation
- Annual Minutes
- Notices, Resolutions, Simple Stock Ledger and Certificate
- Minutes for Organizational Meeting
- Sample Transmittal Letter to Secretary of State's Office to File Articles of Incorporation
- Application for Name Reservation
- Election of 'S' Corporation Status and Instructions - IRS 2553
- I.R.S. Form SS-4 (to obtain your federal identification number)
Sole Proprietorship Package
- Fictitious Business Name Statement
- I.R.S. Form SS-4 (to obtain your federal identification number)
- Profit and Loss Statement
- General Trademark License Agreement
- Sample Business Plan Template
- Noncompetition Agreement - Small Business
- Employment Agreement - General
- Self-Employed Independent Contractor Employment Agreement - General
- Secrecy, Nondisclosure and Confidentiality Agreement by Employee or Consultant to Owner
- Employment or Job Termination Agreement
Partnership Formation Package
- Agreement for the Dissolution of a Partnership
- Fictitious Business Name Statement
- Buy Sell Agreement Between Partners of a Partnership
- I.R.S. Form SS-4 (to obtain your federal identification number)
- Sample Business Plan Template
- Simple Partnership Agreement
- Checklist for Starting Up a New Business
- General Partnership Agreement - Complex
- Profit and Loss Statement
- Business Startup Costs
- Employment or Work Application - General
- Stand Alone Confidentiality and Noncompetition Agreement with Employee
- Self-Employed Independent Contractor Employment Agreement - General
PLLC Formation Package
- Articles of Incorporation for Professional Corporation
- Application for Name Reservation
- Annual Minutes for a Professional Corporation
- Sample Bylaws for a Professional Corporation
- Sample Corporate Records for a Professional Corporation
- Organizational Minutes for a Professional Corporation
- Sample Transmittal Letter for Articles of Incorporation
- Election of 'S' Corporation Status and Instructions - IRS 2553
- I.R.S. Form SS-4 (to obtain your federal identification number)
Each package includes state-specific formation documents and a startup layer of business templates — attorney-drafted and ready to complete. Steps involving licenses, permits, and annual state filings use forms filed directly with state agencies — the journey guides you through those separately.
Structures at a glance
Choose the legal structure that fits your goals, liability needs, and growth plans.
| LLC | Corporation (Inc.) | Sole Proprietorship | General Partnership | PLLC | |
|---|---|---|---|---|---|
| Personal Asset Protection | |
|
 |
|
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| Separate Legal Entity | |
|
|
|
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| Setup Complexity | Moderate | High | Very Low | Low | Moderate |
| Ongoing Compliance | Minimal | Strict | None | Minimal | Minimal |
| Tax Treatment | Flexible | Corporate | Personal income | Personal income | Flexible |
| Best for Raising Investment | Limited | Excellent | Not suitable | Not suitable | Limited |
| Number of Owners | 1 or more | 1 or more | 1 only | 2 or more | 1 or more |
| Personal Liability Risk | Low | Low | High | High | Low |
| Best For | Small & medium businesses | Startups seeking investors | Freelancers & solo operators | Small partner-run businesses | Small & medium businesses |
Your corporation formation starter kit
Formation documents for your structure — attorney-drafted, state-specific, and ready to complete.
What does incorporating a business require?
Formation steps are universal. State-specific details aren't — here's what's required to incorporate and what may apply depending on your state and business type.
Required in all states
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Articles of Organization
The foundational document that creates your corporation as a legal entity — filed with your state agency (typically the Secretary of State). Filing fees vary by state, typically ranging from $50 to $500. Most states allow online filing. Once accepted, your corporation legally exists and can operate, open bank accounts, and enter into contracts under its own name.
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Registered Agent
Every corporation is required by law to designate a registered agent — an individual or service authorized to receive legal documents and official state notices on behalf of the business during normal business hours. The registered agent must have a physical address in the state of incorporation.
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Unique Business Name
Your corporation's name must be distinguishable from existing businesses in your state and must include a corporate designator — "Inc.," "Corp.," "Incorporated," or "Corporation." Confirm name availability through your state's business name database before filing. A name that's available in your state may still be trademarked federally.
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Federal Tax ID (EIN)
Required for all corporations to open a business bank account, hire employees, and file taxes. Issued by the IRS for free through their online application — takes about 10 minutes. All corporations require an EIN regardless of whether they have employees.
Required or strongly recommended after incorporation
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Corporate Bylaws
The internal governing document that defines how your corporation operates — how directors and officers are appointed, how meetings are conducted, how votes are taken, and how the corporation is managed day to day. Corporate bylaws are required in most states and are essential for maintaining your corporation's legal standing. They are not filed with the state but must be adopted at your organizational meeting.
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IRS Form 2553 (S Corp Election)
If you want your corporation to be taxed as an S Corporation rather than a C Corporation, you must file IRS Form 2553 — the S Corp election form — with the IRS. This is a federal tax election, not a state filing. The deadline is 75 days from formation for the election to apply to the current tax year, or by March 15 to apply to the following year.The form is included in the Corporation Formation Package.
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Annual Report and Franchise Tax
Most states require corporations to file an annual report to remain in good standing, and many also impose an annual franchise tax. Fees, deadlines, and calculation methods vary significantly by state. Missing annual filings can result in penalties or administrative dissolution of your corporation.
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Corporate Formalities
Unlike LLCs, corporations are required to follow strict corporate formalities — holding annual meetings of directors and shareholders, keeping minutes of those meetings, maintaining a stock ledger, and passing resolutions for major business decisions. Failing to maintain these records can expose shareholders to personal liability by piercing the corporate veil.
Requirements above are typical for most US states — exact fees, filing deadlines, and rules vary by location. The journey points you to the official requirements for your state so you know exactly what applies to your corporation.
Frequently asked questions
Common questions about incorporating a business.
The legal process to incorporate a business involves the same steps regardless of your state: choose your business structure, file Articles of Incorporation with your state agency, adopt Corporate Bylaws at your organizational meeting, apply for a federal tax ID (EIN), open a business bank account, obtain the required licenses and permits, and maintain annual compliance filings to keep your corporation in good standing. If you want S Corporation tax treatment, you also file IRS Form 2553 within 75 days of formation.
C Corporation and S Corporation are not separate business structures — they are both corporations, distinguished only by their tax treatment. A C Corporation is taxed at the corporate level, and shareholders pay taxes again on dividends they receive. An S Corporation avoids this by passing profits directly to shareholders' personal tax returns. To become an S Corporation, you first incorporate your business, then file IRS Form 2553. S Corp status has eligibility requirements, including limits on the number and type of shareholders and stock classes.
Both an LLC and a corporation are separate legal entities that protect your personal assets from business liabilities. The key differences are governance, taxation, and investor suitability. LLCs are more flexible with fewer formal requirements, while corporations must follow stricter rules like adopting bylaws, holding meetings, and maintaining records. LLCs are typically pass-through entities, while corporations may face corporate taxation unless S Corp status is elected. Corporations are generally better suited for raising investment.
To incorporate, you need to file Articles of Incorporation with your state. After filing, you adopt Corporate Bylaws, hold an organizational meeting, issue stock, and maintain a stock ledger. If electing S Corp status, IRS Form 2553 is filed separately. A full formation package typically includes Articles of Incorporation, Corporate Bylaws, initial resolutions and minutes, stock ledger and certificates, IRS forms, and supporting business documents.
To elect S Corporation tax status, you file IRS Form 2553 with the IRS after forming your corporation. The deadline is 75 days from the date of formation for it to apply to the current tax year. If missed, you can still file by March 15 of the following year. There is no fee, and all shareholders must sign the form. Once approved, the IRS provides a confirmation letter.
The primary cost of incorporating is the state filing fee for your Articles of Incorporation, typically ranging from $50 to $500 depending on the state. Expedited processing may add additional fees. Other costs can include registered agent services, preparation of corporate documents, and ongoing annual report fees and franchise taxes. The EIN and S Corp election filing are free.
Articles of Incorporation are the legal document filed with your state to create a corporation. They include details such as the corporation's name, registered agent, number of authorized shares, and initial directors. Once approved, your corporation legally exists. This document is public, unlike Corporate Bylaws, which are internal.
No. Incorporating a business is a procedural process that most people can complete without hiring an attorney. The required steps are administrative and do not require legal representation. However, legal advice may be beneficial in complex cases such as multi-shareholder structures, investment deals, or regulated industries.
How to incorporate a business — the complete legal process
A plain-language walkthrough of every legal step required to incorporate in the US. The journey covers all of this interactively — with your state's specific details filled in as you go.
Choose your business structure
Your business structure is the most consequential legal decision you'll make at the start. It determines how your business is taxed, whether your personal assets are protected if the business is sued, and what paperwork you're required to maintain. The main options are LLC, Corporation, Sole Proprietorship, and General Partnership — with PLLC required for licensed professionals in many states.
A corporation — also referred to as a C Corporation before any tax election — is the right choice when you plan to raise outside investment, issue stock to employees or investors, or build a business with a clear path to acquisition or IPO. Corporations can have unlimited shareholders, issue multiple classes of stock, and attract institutional investors in ways that LLCs cannot. When weighing an LLC vs corporation, the deciding factor is usually investment and growth trajectory: LLCs are simpler and more flexible; corporations are built for scale and outside capital.
A critical distinction that confuses many founders: S Corp vs LLC is not a question of business structure — it's a question of tax treatment. You don't form an S Corp; you form a Corporation (Inc.) and then elect S Corp tax status by filing IRS Form 2553. An S corporation passes income directly to shareholders' personal returns, avoiding double taxation. A C corporation is taxed at the corporate level, with shareholders taxed again on dividends. The S corp vs C corp decision is a tax election made after incorporation — not before. This journey walks you through both.
Register your corporation with your state
To incorporate a business, you file Articles of Incorporation with your state — typically through the Secretary of State's office. This is the document that creates your corporation as a legal entity. Once accepted, your corporation can operate under its registered name, open bank accounts, enter contracts, and issue stock.
Filing fees for Articles of Incorporation vary by state, generally ranging from $50 to $500. States like Delaware, Nevada, and Wyoming are popular incorporation choices because of their business-friendly laws and established corporate case law — particularly for businesses planning to raise venture capital. If you incorporate in a state other than where you operate, you'll need to register as a foreign corporation in your home state. Before filing anything, confirm your business name is available in your state and meets naming requirements — corporate names must include a designator such as "Inc.," "Corp.," "Incorporated," or "Corporation."
Adopt your Corporate Bylaws and hold your organizational meeting
Once your corporation is registered, you need to adopt Corporate Bylaws — the internal governing document that defines how your corporation operates. Bylaws cover how directors are elected, how meetings are conducted, how votes are taken, how officers are appointed, and what happens when major decisions need to be made. Unlike Articles of Incorporation, bylaws are typically not filed with the state but must exist and be maintained internally.
Your organizational meeting is where shareholders and directors formally adopt the bylaws, elect officers, issue initial stock, and pass the first resolutions. Minutes of this meeting must be documented and kept in your corporate records. If you're electing S Corp status, shareholders also authorize the filing of IRS Form 2553 at or shortly after this meeting. The Corporation Formation Package includes Corporate Bylaws, Initial Resolutions and Minutes templates, and a Stock Ledger — all attorney-drafted and ready to complete.
Apply for a federal tax ID (EIN) and elect S Corp status if applicable
An EIN (Employer Identification Number) is your corporation's federal tax ID — required to open a business bank account, hire employees, and file corporate taxes. All corporations need an EIN regardless of whether they have employees. The IRS issues EINs for free through its online application, and the process takes about 10 minutes.
If you're electing S Corporation tax treatment, file IRS Form 2553 with the IRS within 75 days of your corporation's formation date for the election to apply to the current tax year. All shareholders must sign the form. Missing this window doesn't disqualify you — you can file by March 15 of the following year for the election to take effect in the next tax year. Keep the IRS confirmation letter as proof of your S Corp election. IRS Form 2553 is included in the Corporation Formation Package.
Open a business bank account
Keeping corporate finances completely separate from personal finances is both a legal requirement and essential for maintaining your corporation's liability protection. Commingling funds — paying personal expenses from the corporate account or vice versa — is one of the primary grounds for courts to "pierce the corporate veil," which eliminates the liability protection your corporation was formed to provide.
Opening a business bank account for your corporation typically requires your EIN, Articles of Incorporation, and a government-issued ID. Some banks also request your Corporate Bylaws and a copy of the initial board resolutions authorizing the account. Corporations generally benefit from business checking accounts with features that support multiple signatories and integration with accounting software.
Get the licenses and permits your business needs
Incorporating your business with the state is separate from obtaining the licenses and permits required to operate your specific type of business. Most businesses need at least a general business license from their city or county, and many industries — healthcare, financial services, construction, food service — require additional state or federal permits independent of your corporate structure.
The journey points you to the right official licensing resources for your state and business category, so you know what's required for your corporation before you open your doors.
Maintain corporate formalities and keep your corporation in good standing
Corporations have stricter ongoing compliance requirements than LLCs. Most states require corporations to file an annual report and pay franchise taxes to remain in good standing — fees, deadlines, and methods vary by state. Beyond state filings, corporations must hold annual meetings of directors and shareholders, keep minutes, pass resolutions for major decisions, and maintain an up-to-date stock ledger. These are not optional formalities — they are what preserve the legal separation between the corporation and its owners. Failing to maintain them gives creditors grounds to pursue shareholders personally.
The journey shows you exactly what's required in your state for annual compliance — so you're not caught off guard by a filing or meeting requirement you didn't know about.
The legal knowledge and formation documents your corporation needs — in one place
Walk through each legal requirement at your own pace. At the end, you'll have a clear formation plan for your state and structure, and the attorney-drafted documents to complete the process yourself.
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