With our 5-step process, forming a company in Nebraska is simple. A company may be formed by submitting formation paperwork with your state and forming a board of directors.
We’ll teach you how to form your own Nebraska company.
It is simple to establish a corporation in Nebraska.
In Nebraska, you may form a company by submitting the Certificate of Incorporation, drafting corporate bylaws, and naming your first director (s).
To get started, follow the steps in our How to Start a Corporation in Nebraska tutorial below:
Step 1: Give Your Nebraska Corporation a Name
Step 2: Select a Registered Agent.
Hold an Organizational Meeting in Step 3
Step 4: Submit your Articles of Incorporation.
Step 5: Distribute a Notice of Incorporation.
Step 6: Obtain an EIN
Table of Contents
Step 1: Give Your Nebraska Corporation a Name
The first step in forming a company is to choose a business name. You must choose a distinct name that conforms with Nebraska company naming regulations.
1. Nebraska naming conventions:
Your name must include the words “corporation,” “company,” “incorporated,” or “limited,” as well as an abbreviation of one of these phrases or words or abbreviations of similar meaning in another language.
Your name cannot be the same as, or deceptively similar to, the name of any other existing company in the state. Nebraska reserved names are included.
Your name cannot indicate that the company was formed for any illegal or unauthorised purpose, as stated in its articles of formation.
2. Is my business name accessible in Nebraska?
Your Nebraska company name must be distinct and distinct from existing Nebraska business names. To see whether your chosen company name is available, use the Nebraska Secretary of State’s Corporate & Business Search.
3. Is the URL accessible?
Before forming your Nebraska company, check to see whether an appropriate URL for your selected business name is accessible. Even if you don’t intend to create a company website right immediately, we recommend purchasing a web domain right away to avoid other companies from obtaining it.
Step 2: Select a Registered Agent in Nebraska.
When you file your company with the Secretary of State, you must choose a Nebraska registered agent.
What exactly is a Registered Agent? A registered agent is a person or organisation chosen by an LLC or corporation to accept service of process, government communications, and compliance paperwork on behalf of a company.
Who Is Eligible to Be a Registered Agent? An person, a corporate organisation, or a professional registered agent service may serve as your registered agent. As long as the person:
is at least 18 years old
has a physical address in the state where business is done
is accessible during regular business hours (in person).
Step 3 Hold an Organizational Meeting
Before filing the Articles of Incorporation formally in Step 4, you must conduct an organisational meeting to perform the following tasks:
Complete and sign the Articles of Incorporation.
Establish and approve bylaws
Choose your first director (s)
Determine your ownership structure.
Fill out an Incorporator’s Statement.
Establish and Approve Corporate Bylaws
Bylaws are the rules that regulate and control how your organisation is governed and operated. Consider the bylaws to be your corporation’s constitution. It clarifies the norms and priorities for all parties involved.
The bylaws of a company will augment any regulations established by the federal government or the state.
Include the following in your bylaws:
The governance of the company, including the roles of directors and officials
Meeting processes, voting procedures, and the election of executives or directors
How will records be preserved and managed?
How will disagreements be resolved?
How will bylaws be added/modified in the future?
The annual shareholder meeting date
Contract Negotiation Techniques
Fiduciary responsibilities to the company (i.e. acting in the best interests of the corporation)
What is a quorum for voting purposes?
What exactly is a quorum? A quorum is the minimal number of members who must be present at a meeting in order for the meeting’s actions, including any votes, to be legitimate.
Appoint the First Directors
At least one director must be appointed to monitor your Nebraska company until the first shareholder meeting.
A corporate director is in charge of operational bylaw adoption, modification, and repeal, as well as the election, monitoring, and removal of officers.
Following the incorporation of the company, the incorporator(s) — or initial director(s), if listed on the formation papers — shall convene an organisational meeting. During this inaugural meeting, either the incorporator(s) or the initial director(s) will elect the board of directors.
Selecting a Share Structure and Strategy
A share of stock is a corporation’s unit of ownership. Each share of stock reflects a proportion of the company’s ownership. If a business issues one share of stock, the shareholder (stock owner) owns 100% of the corporation.
Shares may be divided into classes. Each class, known as a share class, has unique rights and advantages. There may be several classes, and each class can have an unlimited number of shares.
Because Nebraska corporations must write their own Articles of Incorporation, you must specify whether your company will issue more than one authorised share class or series.
NOTE: We suggest that you begin with a large number of authorised shares. Many lawyers advocate for a million dollars. Starting with a large number allows you to issue shares as required without incurring legal expenses to enhance your original permitted share size.
Make and implement an Incorporator’s Statement
The incorporator(s) shall sign and preserve an Incorporator’s Statement with the full names and addresses of all initial directors in the corporate records book.
The first director(s) named in this agreement will serve until the board of directors is chosen at the first shareholder meeting. It should be kept with the rest of your company’s records.
Step 4: Submit the Articles of Incorporation to the State of Nebraska.
In contrast to the majority of states, Nebraska does not publish a sample form for its Articles of Incorporation. You may read the applicable Nebraska state legislation for further information on the requirements.
This paper will address the fundamentals of your company, such as:
Company name
Name and location of the corporate registered agent
The amount of shares that a firm may issue and their par value
Name(s) and address of incorporator(s) (es)
Indicates if your company intends to issue more than one approved share class or series.
Fee for Filing
The filing fee for Nebraska Articles of Incorporation is determined by the quantity of authorised capital stock that a business intends to issue:
$60 + $5 every page from $0 to $10,000
$10,001 to $25,000: $100 in addition to $5 per page
$25,001 to $50,000: $150 in addition to $5 per page
$50,001 to $75,000: $225 + $5 every additional page
$75,001 to $100,000: $300 in addition to $5 per page
More over $100,000: $300, plus $3 for each $1,000 above $100,000, plus $5 per page.
After you have drafted your corporation’s Articles of Incorporation in accordance with the requirements of this Nebraska state legislation, upload and submit them online along with the relevant filing fee.
Step 5: Distribute a Notice of Incorporation.
You must publish a notice of incorporation in a legal publication in the county of your corporation’s primary office for three consecutive weeks after submitting your Articles of Incorporation. The following information must be included in the notice:
The company’s name
The number of shares that the company is permitted to issue.
The street location of the corporation’s original registered office, as well as the name of the corporation’s initial registered agent at that address
Each incorporator’s name and street address
Step 6 Get an EIN for Your Nebraska Corporation
What exactly is an EIN? The federal government uses an Employer Identification Number (EIN) or Federal Tax Identification Number (FTIN) to identify a company organisation. It is effectively the company’s social security number.
Why do I need an EIN? An EIN is necessary for the following activities:
To establish a commercial bank account for the firm
In terms of federal and state taxation
To recruit workers for the firm
How can I get an EIN? After founding the firm, the business owner obtains an EIN from the IRS (free of charge). This may be done online or in the mail.