With our 5-step process, forming a company in North Carolina 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 company in North Carolina.
It is simple to establish a corporation in North Carolina.
In North Carolina, you may form a company by submitting the Certificate of Incorporation, drafting corporate bylaws, and naming your first director (s).
Table of Contents
To get started, follow the steps in our How to Start a Corporation in North Carolina tutorial below:
Step 1: Give Your North Carolina 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: Obtain an EIN
Step 1: Give Your North Carolina 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 North Carolina corporate naming regulations.
1. North Carolina naming conventions:
The words “corporation,” “business,” “incorporated,” “limited,” or an acronym of one of these keywords must appear in your name.
Your name must be distinct from any other current company in the state.
You must obtain permission to use any of the following words in the name of your corporation:
Bank, banker, banking cooperative, co-op, mutual, trust, architect, architecture, architectural, certified public accountant (CPA), engineer, engineering, insurance, pharmacy, prescription drug, drug, prescription, Rx, apothecary, realtor, surveyor, survey, surveying, and wholesale are all terms used to describe a financial institution.
2. Is my business name available in North Carolina?
Your North Carolina company name must be distinct and distinct from other North Carolina business names. To see whether your selected company name is available, use the North Carolina Secretary of State’s Business Search Portal.
Visit our How to Name a Business guide and pick North Carolina from the drop-down box for additional information on North Carolina corporation name searches.
3. Is the URL accessible?
Before forming your North Carolina company, check to see whether an appropriate URL for your preferred 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 North Carolina.
When you file your company with the Secretary of State, you must choose a North Carolina 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. Any organisation or individual may act as your North Carolina registered agent as long as they:
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 shareholders 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
A minimum of one director must be appointed to monitor your North Carolina company until the first shareholders 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.
The Articles of Incorporation form in North Carolina enables you to specify whether the company will issue more than one approved share class or series. If your company intends to issue more than common shares, an extra schedule must be added to your Articles of Incorporation.
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 document will serve until the board of directors is chosen at the first shareholders meeting. It should be kept with the rest of your company’s records.
Step 4: Submit the Articles of Incorporation to the State of North Carolina.
To form a company in North Carolina, you must submit the North Carolina Articles of Incorporation. The Articles of Incorporation are the legal documents that establish your North Carolina company.
This paper will address the fundamentals of your company, such as:
Name of the company and its street address
Name and street address of the corporate registered agent
The number of authorised shares that a company may issue.
Name(s) and address(es) of corporate officers (optional)
Name(s) and address of incorporator(s) (es)
The incorporation date of the organisation
The Articles of Incorporation form in North Carolina enables you to specify whether the company will issue more than one approved share class or series. If your company intends to issue more than common shares, an extra schedule must be added to your Articles of Incorporation.
You may submit the Articles of Incorporation by mail or in person, or you can upload a PDF of them online with the Secretary of State. For Corporate Filings, hard-copy filings must include a Cover Sheet. The price for filing is $125.
Step 5: Obtain a Federal Employer Identification Number (EIN) for Your North Carolina 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.