Corporation Guides and Resources
Guides to incorporating a business: C corporations, S corporations, bylaws, shares and state filings.
100 articles
Articles of Incorporation Explained
Learn what articles of incorporation are, including the information states require, filing steps, state fees, and how they differ from bylaws.
Articles of Incorporation vs. Corporate Bylaws
Compare articles of incorporation and corporate bylaws, including what each document covers, who files it, and how each one gets amended.
Authorized Shares vs. Issued Shares
Compare authorized and issued shares, including how each is set, why the numbers differ, and how they affect Delaware franchise tax and equity planning.
B Corp vs. Benefit Corporation
Compare a certified B Corp against a legal benefit corporation, including certification versus state statute, director duties, and reporting rules.
Best States to Form a Corporation
Compare Delaware, Nevada, Wyoming, Texas, and your home state on filing fees, franchise taxes, annual reports, and foreign qualification costs.
C Corporation Double Taxation Explained
Learn how C corporation double taxation works, including the 21% corporate rate, dividend tax rates, and ways owners reduce the impact.
C Corporation Tax Basics
Learn C corporation tax basics, including the flat 21% federal rate, Form 1120, double taxation, estimated taxes, and how state corporate taxes add on.
C Corporation vs. LLC
Compare a C corporation against an LLC on taxation, stock versus membership interests, required formalities, and access to outside investment.
C Corporation vs. S Corporation
Compare a C corporation and an S corporation on double taxation, shareholder limits, stock classes, and which structure fits startups raising capital.
C Corporation vs. Sole Proprietorship
Compare a C corporation and a sole proprietorship on liability protection, taxes, paperwork, and how each structure affects raising money.
Can a C Corporation Elect S Corporation Status?
Find out how a C corporation elects S corporation status, including Form 2553, the two-month-15-day deadline, shareholder consent, and eligibility rules.
Can a Corporation Own an LLC?
Find out whether a corporation can own an LLC, how the IRS taxes a corporate-owned LLC, and why businesses use this structure for subsidiaries.
Can a Corporation Own Another Corporation?
Find out when one corporation can own stock in another, how parent-subsidiary groups work, and the IRS affiliated group ownership test.
Can a Corporation Own Real Estate?
Find out how a corporation holds title to real estate, what financing and insurance usually require, and the tax rules that apply.
Can a Non-U.S. Resident Form a C Corporation?
Find out whether a non-U.S. resident can form a C corporation, including EIN rules without a Social Security number and U.S. bank account requirements.
Can a Non-U.S. Resident Form an S Corporation?
Find out whether a non-U.S. resident can incorporate a business, and why nonresident alien shareholders cannot hold S corporation stock.
Can a Nonresident Own an S Corporation?
Find out whether a nonresident can own an S corporation, including the IRS ban on nonresident alien shareholders and the rules for resident aliens.
Can an LLC Elect S Corporation Tax Status?
Find out how an eligible LLC elects S corporation tax status with the IRS, the ownership limits that apply, and the Form 2553 deadline.
Can an LLC Own a Corporation?
Find out whether an LLC can own a corporation, including unrestricted C corporation ownership and the narrower rules for S corporation stock.
Corporate Annual Meeting Requirements
Learn corporate annual meeting requirements, including who must attend, written consent alternatives, and what happens if a meeting is skipped.
Corporate Compliance Checklist
Review the ongoing filings every corporation needs, including annual reports, registered agents, meeting minutes, and tax returns.
Corporate Minutes: What They Are and Why They Matter
Learn what corporate minutes are, which meetings require them under state law, what to include, and who should keep and sign them.
Corporate Naming Rules by State
Learn corporate naming rules by state, including required designators like Inc. and Corp., distinguishability standards, and California's exception.
Corporation vs. LLC
Compare corporations and LLCs on liability protection, taxation, ownership rules, management, and formation requirements.
Delaware C Corporation Guide for Startups
Learn why startups incorporate as Delaware C corporations, including stock classes, QSBS tax benefits, 83(b) elections, and the annual franchise tax.
Delaware Corporation vs. Home-State Corporation
Compare incorporating in Delaware against your home state on franchise tax, annual fees, foreign qualification, and when Delaware is worth it.
Domestic Corporation vs. Foreign Corporation
Compare a domestic and a foreign corporation, including what triggers foreign qualification, typical fees, and ongoing filing duties.
How Many Directors Does a Corporation Need?
Find out the minimum number of directors a corporation needs by state, including rules for single-shareholder corporations.
How Many Shares Should a Startup Authorize?
Find out how many shares a startup typically authorizes, how the count affects Delaware franchise tax, and why founders leave room for an option pool.
How S Corporation Owners Pay Themselves
Learn how S corporation owners pay themselves, including the reasonable salary rule, payroll setup, and the difference between wages and distributions.
How to Amend Articles of Incorporation
Learn how to amend articles of incorporation, including board and shareholder approval, state filing fees, and restated articles.
How to Change a Corporation’s Name
Learn how to change a corporation's name, including the board vote, the state amendment filing and fee, and updating the IRS and contracts.
How to Change a Corporation’s Registered Agent
Learn how to change a corporation's registered agent, including the state filing, new agent consent, fees, and updating every state you're registered in.
How to Change Corporate Directors
Learn how to change corporate directors, including electing, removing, and replacing a director and filling a board vacancy under state law.
How to Change Corporate Officers
Learn how to change corporate officers, including board approval, updating the IRS responsible party, and state annual report filings.
How to Change Corporate Shareholders
Learn how to change corporate shareholders, including stock transfer documents, the stock ledger, board approval, and tax reporting steps.
How to Check Corporate Name Availability
Learn how to check corporate name availability using your state's online search tool, the distinguishability standard, and a separate trademark search.
How to Choose a Corporation Formation Service
Learn how to choose a corporation formation service, including what should be included, registered agent pricing, and renewal costs to check first.
How to Choose a State to Incorporate In
Learn how to choose a state to incorporate in, including home-state versus Delaware, foreign qualification costs, and industry rules.
How to Choose Between an LLC, S Corp, and C Corp
Learn how to choose between an LLC, S corporation, and C corporation based on taxes, ownership rules, formality, and your funding plans.
How to Close a Corporation With the IRS
Learn how to close a corporation with the IRS, including Form 966, a final Form 1120, final employment tax returns, and closing the EIN account.
How to Convert a C Corp to an S Corp
Learn how to convert a C corp to an S corp, including the Form 2553 filing, built-in gains tax, LIFO recapture, and accumulated earnings issues.
How to Convert a Partnership to a Corporation
Learn how to convert a partnership to a corporation, including statutory conversion, Section 351 tax treatment, and a new EIN.
How to Convert a Sole Proprietorship to a Corporation
Learn how to convert a sole proprietorship to a corporation, including filing articles, getting a new EIN, and moving contracts and assets.
How to Convert an LLC to a Corporation
Learn how to convert an LLC to a corporation, including the new corporation's EIN, bylaws, board, stock issuance, and ongoing corporate formalities.
How to Convert an S Corp to a C Corp
Learn how to convert an S corp to a C corp by revoking the S election, including shareholder consent rules and choosing the effective date.
How to Create a Corporate Stock Ledger
Learn how to create a corporate stock ledger, including what to record for each shareholder and how it differs from a cap table.
How to Create Corporate Resolutions
Learn how to create corporate resolutions, including what format to use, who needs to sign, and common resolutions banks ask to see.
How to Dissolve a Corporation
Learn how to dissolve a corporation, including voluntary versus administrative dissolution, state filing differences, and reinstatement after dissolution.
How to Elect S Corporation Tax Status
Learn how to elect S corporation tax status, including Form 2553 deadlines, effective date rules, late election relief, and state-level elections.
How to File a Corporate Annual Report
Learn how to file a corporate annual report, including state fees, deadlines, and what happens if a corporation misses one.
How to File Articles of Incorporation
Learn how to file articles of incorporation, including required information, state filing fees from $70 to $300, and processing times.
How to Form a C Corporation
Learn how to form a C corporation, including choosing a state, filing articles of incorporation, appointing a registered agent, and issuing stock.
How to Form an S Corporation
Learn how to form an S corporation, including incorporating with your state, meeting eligibility rules, and filing IRS Form 2553 on time.
How to Get an EIN for a Corporation
Learn how to get an EIN for a corporation, including the free online application, the responsible party rule, and foreign applicants.
How to Hold an Organizational Meeting
Learn how to hold a corporation's organizational meeting, including the agenda items to cover and why minutes from it matter later.
How to Incorporate in California
Learn how to incorporate in California, including the $100 Articles of Incorporation fee, Statement of Information, and the $800 minimum franchise tax.
How to Incorporate in Delaware
Learn how to incorporate in Delaware, including the filing fee, registered agent rule, organizational meeting, and the annual franchise tax report.
How to Incorporate in Florida
Learn how to incorporate in Florida, including the $70 filing fee, registered agent rules, annual report deadline, and corporate tax.
How to Incorporate in New York
Learn how to incorporate in New York, including the $125 Certificate of Incorporation fee, naming rules, and the Biennial Statement.
How to Incorporate in Texas
Learn how to incorporate in Texas, including the $300 Certificate of Formation fee, naming rules, and when the Texas franchise tax actually applies.
How to Incorporate in Wyoming
Learn how to incorporate in Wyoming, including the $100 filing fee, registered agent rule, and the annual report license tax corporations must pay.
How to Issue Corporate Stock
Learn how to issue corporate stock, including board approval, consideration rules, securities exemptions, and the 83(b) election.
How to Maintain Corporate Formalities
Learn how to maintain corporate formalities, including board and shareholder meetings, bylaws, the stock ledger, and state filings.
How to Name a Corporation
Learn how to name a corporation, including designator requirements, the distinguishability standard, a trademark search, and reserving your chosen name.
How to Open a Corporate Bank Account
Learn how to open a corporate bank account, including the documents banks require, the banking resolution, and beneficial ownership verification rules.
How to Protect the Corporate Veil
Learn how to protect the corporate veil through adequate capitalization, documented shareholder loans, and arm's length dealings.
How to Reinstate a Dissolved Corporation
Learn how to reinstate an administratively dissolved corporation, including back filings, reinstatement fees, and state-by-state examples.
How to Reserve a Corporate Name
Learn how to reserve a corporate name, including state filing fees from $10 to $75, reservation length, and how renewal works before you incorporate.
How to Start a Corporation
Learn how to start a corporation, including choosing a state, filing Articles of Incorporation, appointing a registered agent, and electing a tax status.
How to Write Corporate Bylaws
Learn how to write corporate bylaws, including who drafts and adopts them, the core sections to cover, and amendment rules.
Required Corporate Officer Positions
Learn which corporate officer positions your state actually requires, how Delaware and California differ, and what each role typically does.
Retained Earnings in a C Corporation
Learn how retained earnings work in a C corporation, including the accumulated earnings tax, the $250,000 credit, and how distributions are taxed later.
S Corporation Eligibility Requirements
Learn the S corporation eligibility requirements, including the 100-shareholder limit, allowed shareholder types, and the one-class-of-stock rule.
S Corporation Ownership Rules
Review S corporation ownership rules for trusts, ESOPs, married couples, and the transfer restrictions that protect the election.
S Corporation Reasonable Compensation Explained
Learn what the IRS considers reasonable compensation for an S corporation shareholder-employee and what happens if you pay too little.
S Corporation Shareholder Limits
Learn S corporation shareholder limits, including the 100-shareholder cap, the family attribution rule, eligible owners, and one class of stock.
S Corporation Tax Benefits Explained
Learn the main S corporation tax benefits, including avoiding double taxation, self-employment tax savings, and the 20% QBI deduction.
S Corporation vs. LLC
Compare an S corporation and an LLC on formalities, equity compensation, and self-employment tax from a corporation's perspective.
S Corporation vs. Sole Proprietorship
Compare an S corporation and a sole proprietorship on liability protection, self-employment tax, paperwork, and reasonable compensation rules.
Should You Incorporate in Your Home State?
Find out whether to incorporate in your home state or elsewhere, including foreign qualification costs, franchise taxes, and when Delaware makes sense.
Top 10 Benefits of a C Corporation
Learn the top benefits of a C corporation, including unlimited shareholders, stock options, QSBS tax savings, and access to venture capital investment.
Top 10 Corporate Bylaw Provisions to Consider
Review ten corporate bylaw provisions worth including, from indemnification and emergency bylaws to forum selection clauses.
Top 10 Corporate Compliance Requirements
Learn the top 10 corporate compliance requirements, including registered agents, annual reports, board meetings, and federal tax deadlines.
Top 10 Reasons to Consider an S Corporation
Learn the top reasons to consider an S corporation, including avoiding double taxation, reducing self-employment tax, and keeping liability protection.
Top 10 Things to Know Before Forming a Corporation
Learn the top things to know before forming a corporation, including state choice, C vs. S tax status, registered agents, and ongoing formalities.
What Is a B Corporation?
Learn what a B Corporation is, how B Lab certification differs from a state-law benefit corporation, and who can certify.
What Is a Benefit Corporation?
Learn what a benefit corporation is, how it differs from a standard corporation and a B Corp certification, and what states require of it.
What Is a C Corporation?
Learn what a C corporation is, including its default tax status, unlimited shareholders, perpetual existence, and who typically chooses this structure.
What Is a Close Corporation?
Learn what a close corporation is, including the difference between a closely held business and a formal statutory close corporation election.
What Is a Corporate Director?
Learn what a corporate director is, including fiduciary duties, the business judgment rule, and liability protection rules.
What Is a Corporate Officer?
Learn what a corporate officer is, how the role differs from a director or shareholder, and what authority officers typically have.
What Is a Corporate Shareholder?
Learn what a corporate shareholder is, including voting and inspection rights, how shareholders differ from directors, and ownership through stock.
What Is a Corporation?
Learn what a corporation is, including how it is formed, who runs it, how it is taxed, and how it differs from an LLC or sole proprietorship.
What Is a Foreign Corporation?
Learn what a foreign corporation is, the certificate of existence and registered agent it needs, and how to qualify in a new state.
What Is a Professional Corporation?
Learn what a professional corporation is, which licensed professionals use one, and how its liability protection differs from a standard corporation.
What Is a Statutory Close Corporation?
Learn what a statutory close corporation is, including shareholder caps, relaxed board requirements, transfer restrictions, and which states allow it.
What Is an Incorporator?
Learn what an incorporator is, who can serve as one, and how the role differs from a corporation's directors, officers, and shareholders.
What Is an S Corporation?
Learn what an S corporation is, how the Subchapter S tax election works, basic eligibility, and the built-in gains tax exception.
What Is the Corporate Veil?
Learn what the corporate veil is, why it shields shareholders from business debts, and what causes a court to pierce it in a lawsuit.