Corporation Formation
Incorporate your business in any of the 50 U.S. states. We file your Articles of Incorporation, prepare your bylaws and stock documents, register your EIN, and serve as your registered agent — so you can issue stock, bring on investors, and operate with the credibility and legal structure that serious businesses require.
DELAWARE
WYOMING
FLORIDA
TEXAS
CALIFORNIA
NEVADA
NEW YORK
WASHINGTONWhat’s Included with Every Incorporation
Everything you need to go from idea to legally incorporated company — filed, documented, and ready for business.
Articles of Incorporation
We prepare and file your formation document with the Secretary of State — including corporate name, registered agent, authorized shares, par value, and incorporator information. State-specific requirements handled automatically.
Corporate Bylaws
Your corporation’s governance playbook — customized to your state. Covers board of directors, officer roles, meeting procedures, stock issuance, fiscal year, and amendment processes. Required by investors and banks.
Stock Certificates & Ledger
Professional stock certificates for your initial issuance plus a stock transfer ledger to track all shareholders, share counts, and ownership changes. Essential for investor due diligence and cap table management.
Organizational Minutes Template
Pre-drafted minutes for your first board meeting — covering adoption of bylaws, election of officers, authorization of stock issuance, banking resolution, and fiscal year selection. Ready to customize and sign.
EIN Registration
We file for your federal Employer Identification Number with the IRS. Same-day for U.S. residents, Form SS-4 by fax for international founders (4–8 weeks). Required before banking, payroll, or tax filing.
Registered Agent (1st Year)
We serve as your registered agent — receiving legal documents, state notices, and tax correspondence on your behalf. Our address goes on public filings, not your home address. Essential for Delaware incorporations.
Banking Resolution
Board resolution template authorizing the opening of a corporate bank account and designating authorized signers. Most banks require this specific document — ours is accepted by major banks nationwide.
Compliance Calendar
We track your annual report deadlines, franchise tax due dates, and registered agent renewals — and send alerts before everything is due. Corporations have more deadlines than LLCs; we make sure you never miss one.
Online Dashboard
Access all formation documents, track filing status, manage compliance deadlines, and download your Articles, bylaws, stock docs, and EIN confirmation letter anytime from your secure dashboard.
C-Corp vs S-Corp: Which Do You Need?
All corporations start as C-Corps. You elect S-Corp status with the IRS if it makes sense for your situation.
C-Corporation
The default corporate structure. Best for businesses raising outside investment, planning for significant growth, or with international shareholders.
- Taxation: Corporate tax on profits (21% federal), then personal tax on dividends — “double taxation”
- QSBS benefit: Founders can exclude up to $10M in capital gains when selling shares held 5+ years
- Ownership: Unlimited shareholders, multiple classes of stock, foreign owners OK
- Investment: VCs require C-Corp structure — convertible notes, SAFEs, and preferred stock all work
- Best for: VC-backed startups, tech companies, businesses with international owners
S-Corporation
A tax election that avoids double taxation. Best for small businesses with U.S. owners who want to reduce self-employment taxes.
- Taxation: Pass-through — profits taxed only at the shareholder level, no corporate-level tax
- SE tax savings: Only salary is subject to payroll taxes, not distributions
- Ownership: Max 100 shareholders, all must be U.S. citizens/permanent residents, one class of stock only
- Payroll required: Shareholder-employees must receive a “reasonable salary” through actual payroll
- Best for: Profitable small businesses with U.S. owners netting $60K–$80K+
Not sure? Start as a C-Corp. You can elect S-Corp status later by filing Form 2553 with the IRS. But you can’t easily go from S-Corp back to C-Corp — there’s a 5-year waiting period. If there’s any chance you’ll raise investment, stay C-Corp. Full C-Corp vs S-Corp guide →
How It Works
Three steps. About 10 minutes of your time. We handle the complexity.
Tell Us About Your Corporation
Choose your state, enter your corporate name, set your authorized share count and par value, and provide officer/director information. We’ll guide you through every field — most founders finish in 10 minutes.
We Prepare & File
We verify name availability, prepare your Articles of Incorporation with the correct share structure, and file with the state — same day for orders before 3 PM ET. Bylaws, stock docs, and minutes are generated simultaneously.
Receive Your Documents
Once approved (1–7 business days), your complete corporate kit is delivered: stamped Articles, bylaws, organizational minutes, stock certificates, stock ledger, banking resolution, and EIN letter — all in your dashboard.
Corporation Formation Pricing
No hidden fees. Full total — including state filing fee — visible before you pay.
Starter
Core incorporation filing
- Articles of Incorporation filed
- Name availability check
- Corporate bylaws
- Stock certificates & ledger
- Digital document dashboard
- Lifetime customer support
Registered agent & EIN available as add-ons
Get Started →Standard
Incorporation + agent + EIN
- Everything in Starter, plus:
- Registered agent service (full year)
- EIN registration handled
- Organizational minutes template
- Banking resolution
- Compliance calendar & alerts
- Same-day filing (before 3 PM ET)
Premium
Full service + compliance
- Everything in Standard, plus:
- Expedited state processing
- Business contract templates
- Annual report filing (1st year)
- S-Corp election filing (if applicable)
- Priority support
State filing fees vary. Delaware: $89 (plus $300+ franchise tax annually). California: $100. Texas: $300. New York: $125. You’ll see the exact total before entering payment info. Check your state’s fee →
Why Incorporate?
Corporations offer capabilities that LLCs and sole proprietorships simply can’t.
📈 Issue Stock & Raise Capital
Corporations can issue common stock, preferred stock, stock options, and warrants. This is how you bring on investors, compensate employees, and structure equity for co-founders. LLCs can’t issue stock — if you need investment, you need a corporation. Convertible notes, SAFEs, and priced rounds all require a corporate structure.
💰 QSBS Tax Exclusion
Qualified Small Business Stock (Section 1202) lets C-Corp founders exclude up to $10 million in capital gains — or 10× their basis — when they sell shares held for 5+ years. This is potentially the largest individual tax benefit available to entrepreneurs. Only C-Corps qualify. QSBS guide →
🌍 Unlimited Ownership
C-Corps can have unlimited shareholders from any country, multiple classes of stock (common + preferred), and complex cap table structures. No restrictions on foreign ownership, institutional investors, or trusts. S-Corps are limited to 100 U.S. shareholders with one stock class.
♾️ Perpetual Existence
A corporation exists independently of its owners. Shareholders can sell their stock, new investors can come in, and founders can leave — the corporation continues. This permanence is what makes corporations suitable for building institutions, not just businesses.
Why Delaware Is the Standard for Corporations
Over 60% of Fortune 500 companies and the vast majority of VC-backed startups are incorporated in Delaware. It’s not a marketing gimmick — it’s the result of 200+ years of corporate law development and a court system built specifically for business disputes.
The Court of Chancery is Delaware’s specialized business court. Cases are heard by expert judges (no jury trials), decisions are fast, and the body of precedent is the largest and most predictable in the country. When investors put millions into your company, they want disputes resolved by judges who’ve handled thousands of corporate cases — not a general-purpose court.
The General Corporation Law is the most flexible and well-developed corporate statute in the U.S. It allows things other states don’t — like blank check preferred stock, advanced governance provisions, and merger mechanics that other states haven’t codified. Every startup lawyer knows Delaware law; investor term sheets assume it.
Delaware C-Corp at a Glance
Incorporation by State
Fees, processing times, and tax requirements vary. Find your state below.
Corporation vs LLC: When Does Each Make Sense?
Both give you liability protection. The right choice depends on your growth plans.
| Corporation ✓ | LLC | |
|---|---|---|
| Can issue stock | ✅ Common, preferred, options | ❌ Membership interests only |
| VC-compatible | ✅ Standard structure for fundraising | ❌ Most investors won’t fund an LLC |
| QSBS eligible | ✅ C-Corp — up to $10M tax-free gains | ❌ Not available |
| Foreign owners | ✅ Unlimited (C-Corp) | ✅ Yes |
| Pass-through taxation | S-Corp only (with restrictions) | ✅ Default |
| Ongoing formalities | High — board meetings, minutes, stock | Minimal |
| Ownership flexibility | Stock-based, pro-rata | ✅ Custom profit/loss splits |
| Best for | Startups, investment, scale | Small biz, freelance, real estate |
The simple rule: If you’re raising outside investment or issuing stock options to employees, incorporate. For everything else, an LLC is simpler, cheaper, and offers the same liability protection. Not sure? Full LLC vs Corporation comparison →
Incorporation for International Founders
Non-U.S. founders incorporate C-Corps in the United States to access the U.S. investor market, payment processing, banking infrastructure, and customer base. No visa, green card, or Social Security Number required.
Delaware is the standard choice for international founders raising investment. Investors, accelerators (Y Combinator, Techstars), and startup lawyers all expect Delaware C-Corp. The formation process is identical to domestic — the differences are in the post-formation steps.
S-Corps are not available to non-U.S. residents. If you’re not raising investment and want a simpler structure, a Wyoming LLC may be the better fit.
- EIN by fax: Form SS-4 filed with IRS (4–8 weeks, not instant)
- Registered agent: Required in your state — we provide this
- Banking: Mercury, Relay, and select traditional banks work with non-resident founders
- 83(b) election: Still required within 30 days if stock vests — international mail adds urgency
- Tax compliance: Annual Form 1120 + state returns, potential treaty benefits
What to Do After Incorporating
Your corporation exists. Now make it operational — plan on 2–3 weeks for this phase.
📋 Hold Organizational Meeting
Your first board meeting: adopt bylaws, elect officers (CEO, Secretary, Treasurer), authorize stock issuance, approve registered agent, set fiscal year, authorize bank account. Take formal minutes — we provide a template.
📊 Issue Stock to Founders
Board resolution, stock purchase agreements, and stock ledger entries. Standard startup: 10M shares at $0.00001 par value. Pay nominal consideration (common: $0.001/share total). Document every detail.
⚠️ File 83(b) Election
If stock vests over time, file within 30 calendar days. No extensions. Cannot be filed late. Send by certified mail, keep proof. Missing this deadline can cost founders hundreds of thousands in taxes. 83(b) guide →
🏦 Open Corporate Bank Account
Bring Articles of Incorporation, EIN, bylaws, organizational minutes, and banking resolution. Never commingle corporate and personal funds — it risks “piercing the corporate veil.”
💰 Set Up Payroll (S-Corp)
If you elected S-Corp, shareholder-employees must receive a “reasonable salary” through actual payroll. Gusto, ADP, or your CPA can handle this. $30–$50/month for basic service. S-Corp election guide →
📁 Set Up Corporate Records
Organize a corporate records book: Articles, bylaws, minutes, stock ledger, certificates, EIN letter, board resolutions. Physical binder or digital folder. Investors will ask for this during due diligence.
What Our Customers Say
“Delaware C-Corp filed on Monday, documents ready by Wednesday. The bylaws, stock certificates, and organizational minutes were exactly what our accelerator required. No attorney needed for the basic setup.”— Kevin L., AI Startup Founder (Delaware C-Corp)
“Switched from an LLC to a C-Corp when we started our seed round. BusinessFormations handled the conversion and new filing. Our attorney reviewed the docs and signed off with no changes.”— Amanda S., EdTech Startup (Delaware C-Corp)
“I’m in Singapore and needed a Delaware C-Corp for my fintech. They handled everything — filing, registered agent, EIN by fax. The 83(b) reminder alone was worth it. Mercury accepted my docs for the bank account.”— Wei C., Fintech Founder (Delaware C-Corp, from Singapore)
Frequently Asked Questions
How long does incorporation take?
We file same-day for orders before 3 PM ET. Delaware processes in 1–2 business days, most states in 3–5 business days. After state approval, your complete corporate kit (Articles, bylaws, stock docs, minutes template, EIN) is ready within 1–3 business days. Total: about one week for most states.
How many shares should I authorize?
Standard for startups: 10,000,000 shares of common stock at $0.00001 par value. This gives plenty of room for founder issuance, employee stock options, and future investor rounds without needing to amend your Articles later. In Delaware, the number of authorized shares affects your franchise tax — but with the Authorized Shares method at low par value, 10M shares keeps the tax at the minimum.
What is par value and does it matter?
Par value is the minimum price per share set in your Articles of Incorporation. For startups, set it as low as possible ($0.00001 or $0.001) so founders can purchase shares at a nominal cost. Par value affects Delaware franchise tax calculations — low par value = lower tax. It does not determine what investors pay for shares; that’s set by the market and your valuation.
Do I need to incorporate in Delaware?
If you’re raising venture capital — effectively yes. Most VC funds, accelerators, and startup lawyers are set up for Delaware law. Their term sheets, SAFE agreements, and legal templates assume Delaware. Incorporating elsewhere adds legal costs to convert later. If you’re not raising investment, your home state is usually the better and cheaper choice.
What’s the 83(b) election and why is it critical?
If founders receive stock that vests over time (standard 4-year vesting), the 83(b) election lets you pay tax on the stock’s current value (pennies) rather than its future value (potentially millions). You must file within 30 calendar days of receiving the stock. There are no extensions, no exceptions, and it cannot be filed late. Missing this deadline is one of the most expensive mistakes a startup founder can make. Full 83(b) guide →
C-Corp or S-Corp — how do I decide?
C-Corp if: you’re raising investment, have foreign shareholders, want multiple stock classes, or plan to take advantage of QSBS ($10M capital gains exclusion). S-Corp if: all shareholders are U.S. citizens/residents, you have fewer than 100 shareholders, you want pass-through taxation, and your primary goal is reducing self-employment taxes. When in doubt, start as C-Corp — you can elect S-Corp later but going back has a 5-year waiting period. Full comparison →
Can a non-U.S. citizen incorporate?
Yes. C-Corporations have no citizenship or residency requirements. You can be a founder, director, and officer from any country. S-Corps require U.S. shareholders. For international founders: Delaware is standard for investment-track companies, EIN takes 4–8 weeks by fax, and you’ll need a registered agent (we provide one). International guide →
What ongoing requirements do corporations have?
More than LLCs. Annual board meeting + shareholder meeting (required by law). Formal minutes for all meetings. Annual report filed with the state. Franchise tax (Delaware: due March 1). Stock ledger maintained. Corporate records book kept current. S-Corps: payroll for shareholder-employees, Form 1120-S filing. Skipping corporate formalities risks “piercing the veil” — losing your personal asset protection. Compliance guide →
Can I convert an LLC to a corporation later?
Yes. Most states allow statutory conversions. This is a common path — start as an LLC for simplicity, convert to a C-Corp when you’re ready to raise investment. The process takes a few weeks and has tax implications (potential capital gains event). Consult a CPA and attorney. Alternatively, you can dissolve the LLC and incorporate fresh — sometimes simpler for early-stage businesses with few assets. Conversion guide →
Do you offer a guarantee?
If we haven’t filed with the state, full refund. After filing, the state fee is non-refundable (paid to the government), but our service fee is refundable if you’re not satisfied. Our documents are prepared by experienced filing professionals and are accepted by banks, investors, and attorneys. Contact support for any concerns.
Ready to Incorporate?
Articles of Incorporation, bylaws, stock documents, EIN, and registered agent — all handled. Delaware, Wyoming, or any of the 50 states. Takes about 10 minutes.
Free to start • From $0 + state fee • All 50 U.S. states
