50-State SurveysBusiness Corporation Formation Filing Requirements by State

Business Corporation Formation Filing Requirements by State

What must an ordinary domestic for-profit corporation file to form in this state, who may sign, what public information and share terms are required, when does the corporation legally exist, and what immediate organizational or follow-up filing is required?

51 of 51 jurisdictions verified every entry statute-checked, oldest 2026-08-13

What this survey covers

A corporation begins with a public state filing, but the filing is not built the same way everywhere. States vary on whether the charter must list a principal office, initial directors, par value, agent acceptance, or only the corporate name and authorized shares. They also vary on what must happen immediately after filing.

This survey isolates that formation-and-organization sequence. It compares the constitutive filing, incorporator, required public terms, current filing mechanics, legal effective date, initial follow-up, and the statutory organizational action. It does not answer the separate questions of how to sell shares, make a tax election, qualify in another state, or design a particular corporation's governance.

How to read the table

Start with the filing-record and incorporator columns. They identify the document that creates the corporation and who signs it. The incorporator may finish the initial organization, but is not necessarily a shareholder, director, or officer.

Read the name, address, share, and disclosure columns together. Those columns show what becomes part of the public charter or its mandatory attachments. Optional charter terms are separated because permission to include a clause does not mean that the clause is suitable for every corporation.

Finish with the filing, follow-up, and organization columns. The effective-date rule answers when corporate existence begins. The last two columns capture immediate duties such as an initial report, publication, electing directors, appointing officers, and adopting bylaws; later recurring compliance belongs elsewhere.

Where states differ most

The dominant statutory model requires a corporate name, authorized-share count, registered agent and office, and incorporator information. Agency forms often add a principal office, mailing address, email, contact person, or electronic-service consent. Initial directors are usually optional or omitted, while D.C. is the clearest formation-stage ownership outlier: it publicly identifies people above its ownership threshold and lower-percentage people who control operations. Alaska instead places its owner and alien-affiliate disclosures in the initial report.

Share provisions are another major axis. Some states require only the total number of authorized shares for a basic one-class corporation. A substantial minority requires or operationally asks for par-value or no-par treatment, while most Model Act states make par value optional. Multiple classes or series usually require counts, designations, and their preferences, rights, and limitations in the charter or in a board-authorized amendment filed before issuance. These are public filing requirements, not recommendations about capitalization.

The legal formation event also varies. Most corporations exist when the filing takes effect, but Alaska, North Dakota, Virginia, and Vermont tie existence to certificate issuance. Delayed-effect ceilings are commonly 90 days, with shorter or differently measured state rules mixed in.

Immediate follow-up is less uniform than the charter name suggests. Arizona, Georgia, Nebraska, and Pennsylvania retain formation-publication routes. Alaska, California, Georgia, Missouri, New Mexico, and Washington have clearly timed initial reports, registrations, or statements; Wyoming instead requires specified company information to reach the registered agent within 60 days. Organizational statutes may call for a meeting, unanimous incorporator consent, director notice, election of directors, appointment of officers, and adoption of bylaws. Fees, portals, forms, publication channels, and report instructions are dated facts and should be checked again immediately before filing.

Get this answered for your state

This survey compares every state side by side. Ask about your specific situation and see what your state's law says, with citations to the statutes.

Scroll sideways in the table to see all columns →

State Governing law and formation record Incorporator and signature Name, purpose, and duration Agent, office, and addresses Shares, classes, and par value Directors and other disclosures Optional and restricted provisions Method, fee, attachments, and effect Initial report, publication, and follow-up Organization, officers, and bylaws
Alabama verified 2026-08-14
Alabama Business Corporation Law, Title 10A ch. 2A; one or more incorporators deliver a Certificate of Incorporation to the Secretary of State (§§ 10A-2A-2.01 to -2.02)
One or more incorporators; each gives a name/address and the incorporator or incorporators sign with printed name and capacity. No seal, attestation, acknowledgment, or verification required (§§ 10A-2A-2.01, -2.02, -1.20)
Name needs corporation/incorporated or an abbreviation and must be distinguishable; lawful-business purpose defaults, while the current form states perpetual duration unless an exhibit says otherwise (§§ 10A-1-5.03 to -5.04, 10A-2A-3.01; form)
Agent name plus Alabama registered-office street/mailing addresses and county required; agent must qualify and cannot work solely through a virtual office or mail forwarding, while office cannot be only mailbox/answering service. Current form adds principal-office addresses (§§ 10A-2A-2.02, 10A-1-5.31; form)
Authorized-share count required; each class/series needs a count and designation, multiple classes/series need terms, and full-voting and net-asset rights must exist. Par value optional; later board-set terms require charter authority (§§ 10A-2A-2.02, 10A-2A-6.01 to -6.02)
Initial directors optional; incorporator names/addresses are public. Current form also collects principal-office street/mailing addresses and a purpose, but not initial officer, owner, or beneficial-owner names (§ 10A-2A-2.02; form)
May add initial directors, purpose, governance/power terms, par value, stated shareholder liability, director/officer liability limits, director indemnification, corporate-opportunity and forum terms; statutory exclusions apply and internal-claim fee shifting is barred (§§ 10A-2A-2.02, -2.07)
$25 name reservation, then $200 online or by mailing 2 typed copies with the reservation certificate and return envelope; filing takes effect on actual receipt or may be delayed up to 90 days (§§ 10A-1-4.11 to -4.12, -4.31; form)
No Secretary of State annual report. No formation publication. BPT-IN is due within 2½ months only when calculated privilege tax exceeds $100; $100 or less has no return requirement (§ 40-14A-22; SOS/Revenue guidance)
Named initial directors organize; otherwise incorporators elect directors. Incorporators may act by unanimous written consent, directors may act by all-director consent, initial bylaws are mandatory, board has 1+ directors, and one person may hold multiple offices (§§ 10A-2A-2.04 to -2.05, -8.03, -8.21, -8.40)
Alaska verified 2026-08-14
Alaska Corporations Code, AS ch. 10.06; deliver Articles of Incorporation to DCCED for a certificate of incorporation (§§ 10.06.205, .213, .218)
One or more natural persons age 18+; each filed original is signed by at least one incorporator, with an exact copy delivered (§§ 10.06.205, .213; Form 08-0400)
Name needs corporation/company/incorporated/limited or abbreviation; purpose is mandatory but may be any lawful business; perpetual unless articles limit duration (§§ 10.06.005, .010, .105, .208, .210)
Initial Alaska registered-office address and agent name; current form requires the agent's Alaska physical and mailing addresses (§§ 10.06.150, .208; Form 08-0400)
State authorized shares; multiple classes/series need counts, designations, and rights; Form 08-0400 asks class, series, and par value and allows 0 par (§§ 10.06.208, .305-.320)
Initial directors optional; articles must name/address each alien affiliate or state none; officers, directors, 5% owners, and share data follow in the initial report (§§ 10.06.208, .210, .808, .811)
May address assessments, preemptive rights, shareholder qualifications, duration, voting/quorum thresholds, limits, redemption, director liability, transfer restrictions, directors, and other lawful governance (§ 10.06.210)
$250; online filing or mail Form 08-0400 with contact/payment material; activity code required; existence begins on certificate issuance, with no delayed-formation option (§§ 10.06.215, .218; Form 08-0400)
No formation publication; no-charge initial report due within six months and reports officers/directors, 5% owners, alien affiliates, and shares (§§ 10.06.808, .811; DCCED forms page)
After certificate issuance, incorporators or named directors organize on at least 20 days' mailed notice; adopt bylaws, elect directors if needed and officers; remote meeting allowed (§§ 10.06.223-.230)
Arizona verified 2026-08-14
Arizona Business Corporation Act; deliver articles of incorporation and a certificate of disclosure to the Corporation Commission (§§ 10-201 to 10-203)
One or more individuals or entities; name and address every incorporator, and all sign the articles and sworn disclosure certificate (§§ 10-140(37), 10-201, 10-202(A), (D))
Name needs an approved corporate designator; articles briefly describe the initial business, but any lawful business is allowed; perpetual by default (§§ 10-202(A)(3), 10-301, 10-302, 10-401)
Arizona known place of business plus agent name and street address; signed agent acceptance must accompany the filing (§§ 10-202(A)(5)-(6), 10-501; Form C010)
State each class and its authorized shares; multiple classes need designations and class rights before issuance; current form requires more than zero shares and no par-value field (§§ 10-202(A)(2), 10-601; Form C010)
List every initial director and business address; separate certificate covers specified recent felony/judgment history and prior-corporation bankruptcy history for covered insiders (§ 10-202(A)(4), (D))
May add lawful terms and limited director-liability or indemnification provisions, but statutory financial-benefit, intentional-harm, distribution, and criminal exceptions remain (§ 10-202(B))
$60; Arizona Business Center online or fax/mail filing; paper cover sheet, agent acceptance, and disclosure certificate; effective on delivery if compliant or delayed up to 90 days (§§ 10-123, 10-203; ACC materials)
Within 60 days after approval, publish the articles or rely on the Commission's database entry; a newly covered insider during the first 60 days triggers a supplemental sworn disclosure (§§ 10-202(F), 10-203(D))
After incorporation, the board holds a majority-called organizational meeting to appoint officers, adopt bylaws, and handle other business (§ 10-205)
Arkansas verified 2026-08-14
Arkansas Business Corporation Act of 1987, Ark. Code title 4, ch. 27; file Articles of Incorporation (DN-01) with the Secretary of State (§§ 4-27-201 to -203; SOS)
1+ persons may incorporate; if a natural person is between 16 and 18, a person age 21+ serves on that person's behalf. Before formation, an incorporator executes the articles and states the signer's name/capacity; no seal, attestation, acknowledgment, verification, or proof is required (§§ 4-27-120(f)-(g), -201)
Distinguishable name with corporation/incorporated/company/limited or equivalent abbreviation; articles state the primary purpose, but any-lawful-business authority remains unless expressly narrowed. Perpetual duration unless the articles provide otherwise (§§ 4-27-202, -301, -302, -401)
Articles state a commercial agent's name, or a noncommercial agent/office-position name and Arkansas street plus any different mailing address. Appointment affirms agent consent; no separate acceptance signature (§§ 4-20-104 to -105, 4-27-202(a)(3))
State authorized-share count and par value or no-par status; for multiple classes, state each class count/designation and put class rights in the articles before issue unless the articles delegate pre-issuance terms to the board (§§ 4-27-202(a)(2), -601 to -602)
Initial-director names/addresses are optional. Articles disclose every incorporator; current DN-01 separately asks for at least one corporate officer's name/title for franchise-tax purposes, but not shareholders or beneficial owners (§ 4-27-202; DN-01)
May add initial directors, lawful purpose limits, management and power terms, specified shareholder debt liability, and provisions otherwise allowed in bylaws; corporate powers need not be restated (§ 4-27-202(b)-(c))
Online $45 or paper $50. Current paper DN-01 includes the no-fee franchise-tax contact page; no other ordinary-formation attachment is listed. Exists on filing or at a stated time/date no later than the 90th day after filing (§§ 4-27-123, -203; SOS)
No formation publication or separate initial report. File the no-fee franchise-tax contact registration with paper DN-01; the packet says the first franchise tax is due May 1 of the year after formation (SOS, as of Aug. 14, 2026)
Named initial directors organize; otherwise incorporators meet to elect directors and complete organization. Appoint officers and adopt bylaws. Incorporators and the board may act by unanimous written consent; no statutory organization deadline appears (§§ 4-27-205, -206, -821)
California verified 2026-08-13
California General Corporation Law; file articles of incorporation with the Secretary of State (§§ 110(a), 200(a))
One or more eligible persons or entities; if no initial directors are named, they sign as incorporators; named initial directors instead sign and acknowledge (§ 200(a)-(b))
Name plus prescribed lawful-purpose statement; ordinary stock name needs no designator; existence is perpetual unless law or articles provide otherwise (§§ 200(c), 201(b), 202(a)-(b))
Initial agent name and California street address; initial principal-office street address; different mailing address, if any (§ 202(c)-(e))
One class: total authorized shares; multiple classes/series: counts, designations, and rights/restrictions; no par-value statement required (§ 202(f)-(g))
Initial directors are optional in articles, but if named their names and addresses appear and each signs and acknowledges (§§ 200(b), 204(c))
May add specified duration, voting, transfer, director-liability, indemnification, management, and other lawful terms; statutory limits apply (§ 204)
General Stock articles are online only; $100 base fee; ordinary filing takes effect on filing and original articles cannot use § 110(c)'s delayed-effective-date route (§§ 110(a), (c), 200(c); SOS)
Initial Statement of Information due within 90 days, online only, $25; no ordinary formation-publication step (§ 1502(a); SOS)
If directors were not named, incorporators may adopt bylaws and elect directors/officers; bylaws fix board size, and the board generally chooses required officers (§§ 210-212, 312)
Colorado verified 2026-08-14
Colorado Business Corporation Act; file online articles of incorporation with the Secretary of State (§§ 7-102-101 to -103; SOS checklist)
One or more persons; an individual incorporator must be 18+; no signature/execution required, but at least one filing individual gives a public name/address and perjury affirmation (§§ 7-90-301 to -301.5, 7-102-101)
Name needs corporation/incorporated/company/limited or corp./inc./co./ltd.; lawful-business and perpetual-duration defaults apply (§§ 7-90-601, 7-103-101 to -102)
Initial principal street and mailing addresses; agent name plus Colorado street/mailing addresses and consent; incorporator and filing-individual mailing addresses (§§ 7-90-701, 7-102-102; SOS checklist)
Each class and authorized count; classes collectively need unlimited voting and net-asset rights, with multi-class preferences, limits, and relative rights; par value optional (§§ 7-102-102, 7-106-101)
Initial directors are optional; incorporators and filing individuals/addresses are public, but formation does not require officers, owners, or beneficial owners (§§ 7-90-301(8), 7-102-102; SOS checklist)
May add initial directors, purpose, management/power terms, par value, stated shareholder liability, qualifying director-liability and opportunity waivers; cumulative voting applies unless the articles opt out (§ 7-102-102(2)-(3))
Online only, $50; agent consent retained rather than attached; effective on filing/payment or delayed up to 90 days; failed/reversed payment makes the document unfiled (§§ 7-90-304, 7-102-103; 2026 ch. 226; fee schedule)
No initial report or publication; first $25 periodic report is due by the last day of the second month after the first anniversary month (§ 7-90-501(4)(c)(I); SOS fee schedule)
If directors were not elected in the articles, incorporators may adopt bylaws and elect them; initial directors may adopt bylaws and appoint officers, with unanimous written-consent routes (§§ 7-102-105 to -106, 7-108-202)
Connecticut verified 2026-08-14
Connecticut Business Corporation Act, Conn. Gen. Stat. §§ 33-600 to -998; file a Certificate of Incorporation with the Secretary of the State (§§ 33-635 to -637)
One or more persons may incorporate; before directors are selected or the corporation exists, an incorporator signs and states name/capacity. No seal, attestation, acknowledgment, or verification is required (§§ 33-608(f)-(g), 33-635)
Distinguishable name containing corporation/incorporated/company/limited or approved abbreviation; any lawful nonbank business and perpetual duration by default (§§ 33-645, 33-647, 33-655)
Certificate states initial registered-office street and mailing addresses and agent name; agent appointment is written and signed, and an individual agent's residence address is included. Principal office is deferred to the first report (§§ 33-636(a)(3), 33-660, 33-953(c))
State authorized shares; certificate sets each class/series and count and, before issuance, its designation and preferences, rights, and limits. Board classification requires certificate authority and a filed amendment before issuance; par value is optional (§§ 33-636(a)(2), (b)(2)(D), 33-665 to -666)
Initial-director names/addresses are optional in the certificate; every incorporator, corporate email, and NAICS code are required. The first report publicly lists all directors/officers and their business and residence addresses, subject to a good-cause substitute (§§ 33-636(a)(4)-(6), (b)(1), 33-953(c))
May add purpose, governance/power limits, par value, specified shareholder debt liability, bylaw terms, director-liability and indemnification provisions subject to statutory misconduct limits, and a corporate-opportunity waiver subject to special officer approval (§ 33-636(b))
Online or paper; statute sets $100 for the certificate and $150 for the required first report, while the current online certificate workflow lists $250. Agent appointment is included. Existence begins on filing; an initial certificate cannot use delayed effectiveness (§§ 33-610(b), 33-617(a)(3), (12), 33-637; SOTS forms page)
No formation publication. File the first annual report within 90 days, disclosing principal office, email, agent, directors/officers with business and residence addresses, and NAICS code; later reports are due on its anniversary (§ 33-953)
Named initial directors organize; otherwise incorporators meet to elect directors and complete organization. Appoint officers and adopt bylaws; incorporators may act by unanimous written consent, and a valid pre-incorporation organization meeting is allowed (§§ 33-639 to -640)
Delaware verified 2026-08-14
Delaware General Corporation Law, 8 Del. C. ch. 1; file a Certificate of Incorporation for a Stock Corporation with the Division of Corporations (§§ 101-102; Division form)
One or more persons or entities may incorporate, without a Delaware-residence condition. List every incorporator's name/mailing address; the incorporator or incorporators sign. Signature alone satisfies acknowledgment under perjury, and facsimile/e-signatures are allowed (§§ 101-103)
State a distinguishable name using a listed corporate word/abbreviation and a business purpose; the broad any-lawful-act clause is sufficient. Duration is perpetual unless the certificate limits it (§ 102(a)(1), (a)(3), (b)(5))
State the Delaware registered office's street, number, city, county, and postal code and the registered agent's name at that address. The basic certificate does not require a principal-office address or separate agent acceptance (§§ 102(a)(2), 131; Division form)
State total authorized shares and par value per share or no-par status. Multiple classes require total/class counts, par/no-par treatment, and desired class or series powers, preferences, rights, and limits or express board authority to fix them (§§ 102(a)(4), 151)
Every incorporator name/mailing address is required. Initial directors are listed only if incorporator powers terminate on filing; officers, stockholders, beneficial owners, and a principal office are not basic certificate fields (§ 102(a)(5)-(6); Division form)
May regulate lawful governance and powers, add preemptive rights, limit duration, impose specified stockholder debt liability, and limit director/officer monetary liability within statutory exceptions. A charter may not shift corporate or party attorneys' fees to a stockholder bringing covered claims (§ 102(b), (f))
Upload for submission or mail with a required cover memo; upload is not direct online filing. Current minimum one-page charge is $109, with stock-based and extra-page increases. Effective on filing or delayed up to 90 days (§§ 103, 106, 391; Division form/instructions)
No formation publication or separate one-time initial report appears in the current formation provisions/form. Provide the registered agent a current communications contact. The first recurring $50 annual report is due March 1 after the effective-year calendar year (§§ 132(d), 391(a)(18), 502; Division form)
After filing, incorporators organize unless initial directors were named. A meeting may be replaced by unanimous written/electronic consent; meeting callers give 2 days' notice. Adopt bylaws, elect directors if needed, elect officers through the board, and complete organization (§§ 107-109)
District of Columbia verified 2026-08-14
D.C. Business Corporation Act; deliver Articles of Incorporation to the Mayor through DLCP on Form DBU-1 (§§ 29-302.01-.03)
One or more persons may incorporate; list every incorporator's name/address; DBU-1 directs each incorporator to sign/date, while an authorized agent may sign a filing (§§ 29-102.01, 29-302.01-.02; DBU-1)
Name needs corporation/incorporated/company/limited or allowed equivalent; lawful-business and perpetual-duration defaults apply (§§ 29-103.02(a), 29-303.01-.02)
Commercial-agent name, or noncommercial-agent name and D.C. street/mailing address or internal position/business-office address; designation affirms consent (§§ 29-104.03-.04, 29-302.02(a)(3))
Authorized shares required; multiple classes/series need counts, designations, and terms; par value is optional by statute, but DBU-1 asks for it and treats omission as $1 per share for fee purposes (§§ 29-302.02, 29-304.01-.02)
Each incorporator public; initial directors optional; disclose persons above 10% ownership and lower-percentage persons controlling finances, operations, or daily activity (§§ 29-102.01(a)(6)-(8), 29-302.02)
May add lawful purpose, governance, power, shareholder-liability, bylaw, director-liability, indemnification, par-value, and share terms subject to express limits (§ 29-302.02(b)-(d))
BOSS online or mail/walk-in DBU-1; $99-$1,650 by authorized-capital tier; no ordinary attachment; effective on filing or delayed up to 90 days (§§ 29-102.03, 29-302.03; DLCP)
No formation publication; first $300 biennial report due April 1 after the calendar year the articles became effective, then every second year (§ 29-102.11(c); DLCP)
Named initial directors organize; otherwise incorporators elect directors or a board; incorporators may use unanimous written consent; initial bylaws mandatory (§§ 29-302.05-.06)
Florida verified 2026-08-13
Florida Business Corporation Act; deliver articles of incorporation to the Department of State (§§ 607.0201-.0203)
One or more persons may incorporate; articles state each incorporator's name/address and the incorporator signs (§§ 607.0201-.0202; Division form)
Name must satisfy § 607.0401 and use a corporate suffix on the Division form; lawful-business purpose and perpetual duration apply unless limited (§§ 607.0202, 607.0301-.0302)
Initial principal-office street address, different mailing address if any, Florida registered-office street address, agent name, and written signed acceptance (§§ 607.0202(1), 607.0501(3))
Articles state authorized-share number; par value is optional; multiple classes/series require distinguishing designations and terms before issuance (§§ 607.0202(1)(c), (2)(b), 607.0601)
Initial directors' names and addresses are optional in articles; incorporator name/address is mandatory (§ 607.0202(1)(e), (2)(a))
May add lawful purpose, governance, power limits, par value, specified shareholder liability, preemptive rights, and bylaw-permitted terms; fee-shifting for internal claims is barred (§ 607.0202(2), (5))
$35 articles fee plus $35 agent designation/acceptance; mail or street delivery on current form; effective on filing, up to 5 business days before, or up to 90 days after (§§ 607.0123, 607.0203; Division form)
No formation-publication step; first annual report is due in the year after formation, online January 1-May 1, $150 (Division form)
Named directors organize; otherwise incorporators elect directors; meeting requires at least 2 days' notice, or unanimous written consent; initial bylaws are adopted (§§ 607.0205-.0206)
Georgia verified 2026-08-14
Georgia Business Corporation Code; deliver articles of incorporation to the Secretary of State (§§ 14-2-201, 14-2-202)
One or more persons may incorporate. Before directors are selected, an incorporator or attorney-in-fact executes; the signer gives name and capacity, with no required acknowledgment (§§ 14-2-120(f)-(g), 14-2-201)
Name uses an approved corporate designator, is distinguishable, and is no more than 80 characters. A purpose clause is optional; any lawful business and perpetual duration are defaults (§§ 14-2-301, 14-2-302, 14-2-401)
State the initial registered-office Georgia street address and county, agent name, each incorporator's address, and principal-office mailing address if different. No separate agent acceptance accompanies ordinary articles (§§ 14-2-202(a), 14-2-501)
State authorized shares; multiple-class or series articles prescribe counts, designations, and rights before issuance. Par value is optional, and the articles may authorize later board-set class or series terms (§§ 14-2-202, 14-2-601, 14-2-602)
Initial directors' names and addresses are optional. Incorporator names/addresses are mandatory; officers first become a state filing disclosure on the initial annual registration (§§ 14-2-202(a)-(b), 14-2-1622(a), (d))
May add lawful purpose, management and power terms, par value, shareholder-liability terms, bylaw provisions, limited director exculpation, and a constituency-consideration clause (§ 14-2-202(b))
$110; file through the online generated-articles route, upload drafted articles, or mail articles with Form CD 227. A publication undertaking accompanies the filing. Existence begins on filing unless delayed no more than 90 days (§§ 14-2-123, 14-2-201.1, 14-2-203; SOS)
By the next business day, send the qualifying county newspaper a $40 publication request; publish weekly for 2 weeks, starting within 10 days. File a $60 initial annual registration within 90 days, except post-October 1 formations use Jan. 1-Apr. 1 next year (§§ 14-2-201.1, 14-2-1622(d); SOS)
Named directors meet to appoint officers, adopt bylaws, and organize; otherwise incorporators meet to organize or elect a board. Unanimous incorporator or director consent may replace a meeting (§§ 14-2-205, 14-2-206, 14-2-821)
Hawaii verified 2026-08-14
Hawaii Business Corporation Act, HRS ch. 414; file articles of incorporation with DCCA's Business Registration Division (HRS §§ 414-1, 414-31 to -33)
One or more individuals may incorporate; at least one incorporator signs and certifies. Printed name/capacity required; seal, attestation, acknowledgment, verification, or proof optional (§§ 414-11, -31; DC-1-INSTR)
Name needs corporation/incorporated/limited or corp./inc./ltd. and cannot duplicate or substantially match protected names; purpose optional, with lawful-business and perpetual-duration defaults (§§ 414-32, -41 to -42, -51)
Initial principal-office mailing address plus registered-agent information; noncommercial agent needs a Hawaii business address. Appointment affirms consent; current form also asks a different physical principal address (§§ 414-32, -61; 425R-4)
State authorized-share count; par value optional. Multiple classes require counts, designations, and preferences/limits/rights before issuance; DC-1 handles common stock only (§§ 414-32, -71 to -72; DC-1-INSTR)
Each incorporator's name/address required; initial directors and officers optional in articles. Current form publicly lists principal addresses, agent details, incorporators, and optional officers/directors/purpose; no owner or beneficial-owner list
May add purpose, management/power, par-value, shareholder-liability, bylaw, director-liability, and indemnification provisions subject to the statutory limits and exclusions in § 414-32(b)
Current DCCA fee $50; file signed articles through Hawaii Business Express or with BREG using the current form/custom articles. Effective on filing; original articles cannot use § 414-14's limited delayed-date route (§§ 414-13 to -14; DC-1-INSTR)
No formation publication or same-year annual report. First report is due in the incorporation quarter of the next year; current DCCA fees are $15 paper or $12.50 online (§ 414-472; DC-INFO)
Named initial directors organize; otherwise incorporators elect directors and may use unanimous written consent. Organization appoints officers and adopts bylaws (§§ 414-35 to -36, 414-191, 414-231)
Idaho verified 2026-08-14
Idaho Business Corporation Act; file articles of incorporation with the Secretary of State (Idaho Code §§ 30-29-101, 30-29-201 to -203)
One or more persons; an incorporator signs before formation, states name and capacity, and signs under penalties of perjury; no seal, acknowledgment, or verification required (§§ 30-29-120, 30-21-201, -209)
Name must be distinguishable and include corporation/incorporated/company/limited or an allowed abbreviation; lawful-business purpose and perpetual duration apply unless limited in the articles (§§ 30-21-301 to -302, 30-29-301 to -302)
Articles include registered-agent information under § 30-21-404; a noncommercial agent needs an Idaho street address and mailing address if different, and designation affirms consent. The paper form also asks for a corporate mailing address
State authorized-share count; current form requires at least 1 share. Multiple classes/series require counts, designations, and preferences/rights/limitations before issuance; par value is optional (§§ 30-29-202, -601 to -602)
Each incorporator's name and address required; initial directors' names and addresses optional. Ordinary articles do not require officers, owners, or beneficial owners (§ 30-29-202)
May add lawful purpose, management, power, par-value, shareholder-liability, bylaw, director-liability/indemnification, and business-opportunity provisions within statutory limits (§ 30-29-202(b))
$100 online through SOSBiz; paper filing adds $20 manual-processing fee. No agent-consent attachment appears on the current form. Effective on filing or delayed up to 90 days (§§ 30-21-203, -214; official form)
No formation publication or separate initial report. The first no-fee annual report is due in the formation anniversary month beginning 1 year after the articles become effective (§§ 30-21-213 to -214)
Named initial directors organize; otherwise incorporators elect directors and may use unanimous written consent. Organization appoints officers and adopts bylaws (§§ 30-29-205 to -206, -840)
Illinois verified 2026-08-14
Illinois Business Corporation Act of 1983; execute and file duplicate articles of incorporation with the Secretary of State (§§ 1.10, 2.10)
One or more incorporators: an Illinois/foreign corporation or natural person age 18+; incorporators sign and give names/addresses under the form's perjury declaration (§§ 1.10, 2.05, 2.10)
Name uses corporation/company/incorporated/limited or abbreviation; state a purpose, including any/all lawful business; perpetual unless otherwise stated (§§ 2.10(a)(1)-(2), (d), 4.05(a)(1))
State initial agent and Illinois registered-office street/rural-route address; incorporator addresses are public; no principal-office or agent-acceptance field in ordinary articles (§§ 2.10(a)(3)-(4), 5.05)
State shares authorized by class, shares proposed for initial issuance, and consideration; class/series rights or board authority as applicable; no par-value field (§ 2.10(a)(5)-(8))
Initial directors' names/addresses are optional; incorporator names/addresses are mandatory, while officers, owners, and principal office are not article fields (§ 2.10(a)(4), (b)(1); Form BCA 2.10)
May add lawful management, rights/duties, preemptive-right, voting-threshold, director-liability, and other Act-permitted terms, subject to stated limits (§ 2.10(b))
$150; eligible one-class common-stock filings may be online, or use duplicate paper Form BCA 2.10; 24-hour service adds $100; existence begins on filing (§§ 2.15, 15.10; SOS)
No formation publication or separate initial report; first $75 annual report is filed within 60 days before the first anniversary month (§§ 14.05, 14.10, 15.10(o))
Incorporators/shareholders name or elect initial directors when needed; initial directors adopt bylaws if needed and elect officers; organizational meetings require at least 3 days' written notice unless waived (§§ 2.05(b), 2.20)
Indiana verified 2026-08-14
Indiana Business Corporation Law and Uniform Business Organizations Code; file articles of incorporation with the Secretary of State (§§ 23-1-21-1 to -3)
One or more incorporators are listed; an authorized signer states name and capacity, and Form 4159 uses a perjury verification (§§ 23-1-21-1, 23-0.5-2-1, -9; Form 4159)
Name needs corporation/incorporated/company/limited or Corp./Inc./Co./Ltd.; lawful-business and perpetual defaults apply unless articles narrow them (§§ 23-0.5-3-1 to -2, 23-1-22-1 to -2)
Commercial agent name, or noncommercial agent name and Indiana street address; filing represents agent consent; principal office is also on Form 4159 (§§ 23-1-21-2(a), 23-0.5-4-1 to -3)
Total authorized shares; multiple classes require each count, designation, and rights before issuance; par value is optional (§§ 23-1-21-2, 23-1-25-1)
Initial directors are optional; public filing shows principal office, agent, share count, and incorporator names/addresses, but not owners or officers; cover-page contacts are nonpublic (§ 23-1-21-2; Form 4159)
May add initial directors, limited purpose, management/power limits, par value, specified shareholder liability, and lawful bylaw terms (§ 23-1-21-2(b))
$75 electronic or $100 paper; INBiz or original paper; effective on filing or delayed up to 90 days; State Form 9900382 is conditional for specified residence/CMRA addresses (§§ 23-0.5-2-1 to -3, 23-0.5-9-1; Form 4159)
No publication or initial report; the Secretary of State instead schedules a recurring biennial report (§ 23-0.5-2-13)
Named directors organize; otherwise incorporators elect a board; all incorporators or all directors may act by written consent, and initial bylaws are required (§§ 23-1-21-5 to -6, 23-1-34-2)
Iowa verified 2026-08-14
Iowa Business Corporation Act, Iowa Code ch. 490; upload Articles of Incorporation to the Secretary of State through Fast Track (§§ 490.201 to .203; SOS guide)
1+ persons; before formation, an incorporator signs and states name/capacity. No seal, attestation, acknowledgment, or verification is required (§§ 490.120(6)-(7), .201)
Distinguishable name containing corporation/incorporated/company/limited or approved abbreviation; any lawful business and perpetual duration by default, so purpose and duration are optional articles terms (§§ 490.202(2), .301-.302, .401)
Articles state initial registered-office street and mailing addresses and agent name; agent's business office must match the Iowa registered office. No separate initial-agent consent appears in §§ 490.202 or .501
State every class/series and authorized count; shares together must provide full voting and net-asset rights. Multiple classes/series require designations and terms before issuance. Board classification requires articles authority and a filed amendment before issuance; par value is optional (§§ 490.202(1)-(2), .601-.602)
Initial-director names/addresses are optional in the articles; every incorporator is mandatory. Fast Track separately collects stock entries, one president/secretary/treasurer/director name and address, principal office, and an Iowa agricultural-land answer (§ 490.202; SOS guide)
May add purpose, governance/power limits, par value, shareholder liability, bylaw terms, and director-liability, indemnification, or corporate-opportunity provisions subject to listed misconduct and qualified-director limits (§ 490.202(2))
Fast Track upload of a signed PDF plus portal fields; $50. Effective on filing or a stated later time/date up to 90 days; paper delivery may require an exact/conformed copy (§§ 490.120(9), .122(1)(a), .123, .203; SOS guide)
No formation publication or separate initial report. First $60 biennial report is due Jan. 1-Apr. 1 of the first even-numbered year after incorporation and lists agent/office, principal office, president, secretary, treasurer, and one director (§§ 490.122(1)(ad), .1621; SOS guide)
Named initial directors must organize; otherwise incorporators meet to elect directors and finish organization. Appoint officers and adopt bylaws; incorporators may act by unanimous written consent (§§ 490.205-.206)
Kansas verified 2026-08-14
Kansas General Corporation Code and Business Entity Standard Treatment Act, K.S.A. ch. 17; file Articles of Incorporation (AI) with the Secretary of State (§§ 17-6001 to -6002, 17-7903)
1+ persons or entities, regardless of residence, may incorporate. Every incorporator named on current Form AI signs; execution is an oath under penalty of perjury, with no notary block (§§ 17-6001, 17-7908 to -7909; AI)
Distinguishable name with an allowed corporate word/abbreviation; articles state the business nature or any-lawful-act purpose. Perpetual unless the articles set a limited duration (§§ 17-6002(a)(1), (3), (b)(5), 17-7918 to -7919)
Articles state the resident agent and Kansas registered-office postal address, including street/rural-route details; no separate agent consent accompanies Form AI (§§ 17-6002(a)(2), 17-7924 to -7925; AI)
State total shares and par value per share or no-par status. Multiple classes require each class count, par treatment, and desired class/series rights or board authority (§ 17-6002(a)(4))
List initial directors and postal addresses only if incorporator powers end on filing; every incorporator's name/postal address is required. No initial officers, shareholders, or beneficial owners on Form AI (§ 17-6002(a)(5)-(6); AI)
May add lawful management/stock terms, preemptive rights, supermajority rules, limited duration, specified shareholder liability, bylaw rules, permitted director-liability limits, and Kansas internal-claim forum terms; shareholder fee-shifting is barred (§§ 17-6002(b)-(e), 17-6015)
Online $85 or paper $90. Similar-name consent is attached only when used; no agent acceptance. Effective on filing or a stated date no later than 90 days afterward (§§ 17-6006, 17-7910 to -7911; AI)
No publication or separate initial report. The recurring information report begins in each succeeding same-parity year and is due April 15, so it is not a formation attachment (§ 17-7503; SOS)
After filing, incorporators or named directors organize on at least 2 days' written/electronic notice: adopt bylaws, elect directors or officers, and finish organization. Unanimous written/electronic consent may replace the meeting (§§ 17-6007 to -6009)
Kentucky verified 2026-08-14
Kentucky Business Corporation Act, KRS ch. 271B, plus ch. 14A filing rules; file Articles of Incorporation with the Secretary of State (§§ 271B.2-010 to -030)
One or more persons may incorporate; preformation filing is signed by an incorporator under the form's perjury declaration; no notary required (§§ 271B.2-010, 14A.2-020; Form PAI)
Distinguishable name ending corporation/company/limited or approved abbreviation; any lawful-business purpose and perpetual duration by default (§§ 14A.3-010(1)-(2), 271B.3-010 to -020)
Kentucky street registered office, initial agent with written consent, principal-office mailing address, and each incorporator's mailing address (§§ 271B.2-020(1), 14A.4-010; Form PAI)
State authorized shares; articles prescribe each class/series and count, and multiple classes require designations and preferences, limits, and relative rights; par value is optional (§§ 271B.2-020, 271B.6-010)
Initial directors and mailing addresses are optional; form conditionally asks whether the entity retails authorized nicotine-vapor products and for veteran-waiver evidence (§ 271B.2-020(2); Form PAI)
May add lawful purpose, governance/power limits, par value, specified shareholder liability, bylaw terms, and a director-liability limit subject to statutory exceptions (§ 271B.2-020(2))
One Stop online or one paper copy; $40 articles fee plus share-based organization tax ($10 minimum). Effective on filing or at a stated time/date up to 90 days later; qualifying veteran-owned businesses get an articles-fee waiver (§§ 271B.1-220, 136.060, 14A.2-070, 14A.2-165; Form PAI)
No formation publication or separate initial report; first annual report is due January 1-June 30 of the next calendar year (Form PAI)
Named initial directors organize; otherwise incorporators meet to elect directors. Incorporators or the board adopt bylaws and appoint officers; unanimous written consent is available (§§ 271B.2-050 to -060, 271B.8-210)
Louisiana verified 2026-08-14
Louisiana Business Corporation Act, La. R.S. 12:1-101 et seq.; deliver Articles of Incorporation and the agent's written consent to the Secretary of State (§§ 12:1-201 to -202)
One or more persons capable of contracting; list every incorporator's name/address, but an incorporator may sign. Signer states name/capacity; articles and agent consent need acknowledgment or authentic-act execution (§§ 12:1-120, -201 to -202)
Name needs corporation/incorporated/company/limited or corp./inc./co./ltd. and must be distinguishable; lawful-purpose and perpetual-duration defaults apply (§§ 12:1-301 to -302, -401)
Louisiana registered-office street address, principal-office street address if different, and agent name/street address required; attach agent's signed consent. Agent may be a resident individual or qualifying entity (§§ 12:1-202, -501)
Authorized count required; each class/series needs a count and designation, multiple classes/series need terms, and unlimited-voting and net-asset rights must exist. Par value optional; later board-set terms require articles authority and a pre-issuance amendment (§§ 12:1-202, -601 to -602)
Initial directors optional with street addresses; incorporator names/addresses, registered and principal offices, and agent are public charter terms. No initial officer, shareholder, or beneficial-owner list in the formation record (§ 12:1-202)
May add initial directors, purpose, management/power terms, par value, limits on statutory director/officer protection, indemnification, corporate-opportunity limits, and unclaimed-distribution reversion; express limits apply (§ 12:1-202(B))
Typed/printed delivery, or electronic/online delivery to the extent SOS permits; attach acknowledged agent consent. $75 through Sept. 30, 2026, $95 Oct. 1. Receipt-date effect normally; 5-day signature-date relation-back or delay up to 90 days (§§ 12:1-120, -123, -203; § 49:222; Act 921)
No separate formation publication or initial report. The first recurring annual report is due by the incorporation anniversary; fee $30 through Sept. 30, 2026 and $35 Oct. 1 (§ 12:1-1621; § 49:222; Act 921)
Named initial directors organize; otherwise incorporators elect a 1+ person board. Incorporators may elect by unanimous written consent; board may act by all-director consent; officers are appointed, while bylaws may—but need not—be adopted (§§ 12:1-205 to -206, -803, -821)
Maine verified 2026-08-14
Maine Business Corporation Act, 13-C M.R.S.; file Articles of Incorporation with the Secretary of State, Division of Corporations, UCC and Commissions (§§ 201–203; Form MBCA-6)
One or more persons may incorporate. Each incorporator's name/address is required; before formation or director selection an incorporator dates and signs, stating printed name and capacity. No seal, attestation, acknowledgment, or verification required (§§ 121, 201–202)
Name must not imply an impermissible purpose, must be distinguishable, and may be refused for specified unlawful/abusive/public-institution implications; current § 401 states no Corp./Inc. designator requirement. Any-lawful-business purpose and perpetual duration apply unless articles narrow them (§§ 301–302, 401)
Articles include commercial-clerk name/CRA number, or noncommercial-clerk name, Maine physical location and different mailing address. Appointment affirms consent; no separate acceptance attachment. No principal-office field is required (§ 202; 5 M.R.S. § 105; MBCA-6)
State authorized-share count. One class may use a count and optional class name; 2+ classes/series require counts, designations, and preferences/rights/limitations in an exhibit. At least one voting class/series and one residual-assets class/series required; par value optional (§§ 202, 601; MBCA-6)
Each incorporator's name/address is public; initial directors may be named but need not be. Current MBCA-6 requires choosing a board of directors or no-director shareholder management, but asks for no officer, owner, beneficial-owner, or initial-director names
May add initial directors; purpose, management/power, par-value, shareholder-liability, bylaw, director-liability, indemnification, corporate-opportunity, and other Act-permitted provisions, subject to § 202's limits. Form offers optional preemptive rights and director/indemnification terms
Current public route is fillable MBCA-6 printed and mailed with its customer-contact cover letter; base fee $145. Multi-class terms or other added provisions use an exhibit. Effective on filing or stated time/date up to 90 days later; optional expedited service is +$50 or +$100 (§§ 123–125; SOS forms page; MBCA-6)
No formation publication, proof, or one-time initial report appears in the Act, current form, or SOS forms inventory. Ordinary recurring annual reports are outside this formation unit
Named initial directors organize; otherwise incorporators meet to elect directors and complete organization, or elect a board to do so. Incorporator action may be unanimous written consent; organization appoints officers and adopts initial bylaws (§§ 205–206)
Maryland verified 2026-08-14
Maryland General Corporation Law; file articles of incorporation with the State Department of Assessments and Taxation (§§ 2-102, 2-104)
One or more individuals age 18 or older; every named incorporator signs and self-acknowledges, with no witness or notary required (§ 2-102; stock-articles form)
Name needs company/corporation/incorporated/limited or an abbreviation; articles state purposes or any lawful business; perpetual unless the charter limits existence (§§ 1-502, 2-101, 2-103, 2-104)
Maryland principal-office street address plus resident agent and Maryland street address; the agent signs consent in the current form (§§ 1-101, 2-104, 2-108; stock-articles form)
Total shares, each class's count, par value or no-par statement, aggregate par value if applicable, and full class rights; no-par shares count as $20 each for the capitalization fee (§§ 1-204, 2-104 to -105)
Articles state the board size and each initial director's name, plus each incorporator's name/address; no initial officer or owner list (§ 2-104; stock-articles form)
May add lawful governance, transfer, voting, director-class, cumulative-voting, liability, limited-duration, and stock terms; reduced vote thresholds cannot fall below a majority (§§ 2-104(b), 2-105)
Online, mail, or SDAT drop box; $100 processing plus capitalization fee starting at $20; agent consent is in the form; effective on acceptance or a stated time within 30 days (§§ 1-203 to -204, 2-102; stock-articles form)
No formation-stage initial report or publication in the current formation provisions or stock-articles package; recurring annual filings are separate (SDAT forms page)
Initial directors meet after acceptance on at least three days' written notice to adopt bylaws and elect officers; unanimous written/electronic consent may replace a meeting (§§ 2-109, 2-408)
Massachusetts verified 2026-08-14
Massachusetts Business Corporation Act, G.L. c. 156D; file articles of organization with the Secretary of the Commonwealth (§§ 1.20, 2.01-2.02)
One or more persons may act as incorporators; each incorporator's name and address are stated, and an incorporator signs before formation (§§ 1.20, 2.01-2.02)
Name needs an approved corporate designator; lawful-business purpose and perpetual duration apply unless the articles narrow or change them (§§ 3.01-3.02, 4.01)
Supplemental Article VIII lists the Massachusetts registered office and agent, principal-office street address, and Massachusetts corporate-records location (§ 2.02; official form)
State total authorized shares and, before issuance, each class or series designation and rights; par value is optional (§§ 2.02, 6.01; official form)
Supplemental information lists initial directors, president, treasurer and secretary with addresses, fiscal year, business description, principal office and records location (§ 2.02; official form)
May add lawful purpose, governance, power, par-value, shareholder-liability, dissolution, bylaw and limited director-liability provisions, subject to statutory exceptions (§ 2.02)
$275 through 275,000 shares plus $100 per additional 100,000 or fraction; online, fax, mail or walk-in; generally effective when received if not rejected, or delayed up to 90 days (§§ 1.20, 1.23; official materials)
Official formation materials list no publication or separate immediate initial report; the recurring annual report is due 2½ months after fiscal-year close (Secretary materials)
Incorporators may organize before or after incorporation, or initial directors organize afterward; adopt bylaws and elect a president, treasurer and secretary; unanimous incorporator written consent may replace a meeting (§ 2.05)
Michigan verified 2026-08-14
Business Corporation Act; file Articles of Incorporation (Form 500) with LARA
One or more incorporators; each signs; names and residence/business addresses stated (MCL §§ 450.1201-.1202)
Corporate designator; lawful-purpose clause; perpetual unless articles say otherwise (MCL §§ 450.1202, 450.1211, 450.1251)
Initial resident agent; Michigan registered-office street and different mailing address; no principal-office field (MCL §§ 450.1202(f), 450.1241)
Total authorized shares; class/series counts, designations and rights if used; no par-value statement required (MCL §§ 450.1202(c)-(e), 450.1301-.1302)
Initial directors and officers not required in articles; incorporators and agent/office are public (MCL §§ 450.1202, 450.1223)
Nonconflicting management/bylaw terms and director-liability limits; Form 500 offers optional compromise and shareholder-consent clauses (MCL § 450.1209)
Online, mail or in person; $60 minimum through 60,000 shares; filed time or stated time within 90 days (MCL §§ 450.1131, 450.2060, 450.2062)
No publication or separate initial report; annual report May 15; $25 through 9/30/2027, then $15 (MCL §§ 450.1911, 450.2060)
Incorporators select board; first board meeting on ≥3 days' mailed notice; adopt bylaws/elect officers; unanimous board consent allowed (MCL §§ 450.1223, 450.1231, 450.1525, 450.1531)
Minnesota verified 2026-08-14
Minnesota Business Corporation Act, ch. 302A; file Articles of Incorporation with the Secretary of State (§§ 302A.105, .111, .151)
One or more natural persons age 18+; every incorporator gives a name/address and signs, personally or through an authorized agent, with the form's perjury certification (§§ 302A.105, .111; SOS form)
Name needs corporation/incorporated/limited or an allowed abbreviation, or company/Co. not preceded by and/&; general business purpose and perpetual duration default (§§ 302A.101, .111, .115, .161)
Minnesota actual-location registered office required; agent optional and, if named, uses that identical office; no principal-office field required (§§ 5.36, 302A.111, .121)
Aggregate authorized count, at least 1; one common class/series with equal rights and 1-cent limited-purpose par default unless the articles alter or authorize other terms (§§ 302A.111, .401; SOS form)
Initial directors optional; every incorporator name/address is public, but no officer or owner list is required; form also collects official-notice email and a filing contact (§§ 5.002, 302A.111(1), (4); SOS form)
May modify listed purpose, duration, cumulative-voting, board-action, share, and preemptive-right defaults; may add first directors, higher votes, governance terms, and a director-liability limit that preserves five statutory exclusions (§§ 302A.111(2)-(5), .251(4))
$135 mail or $155 expedited online/in person; no ordinary attachment, but name-conflict consent is conditional; existence begins on filing with $135 and original articles have no delayed-effective option (§§ 302A.115, .153; SOS form/fee schedule)
No publication or separate initial report; free annual renewal is due by December 31 beginning in the calendar year after incorporation (§ 302A.821; SOS forms/fee schedule)
After filing, incorporators/first directors use a meeting or written action; meeting notice is at least 3 days unless waived; board has 1+ directors, bylaws are optional, and CEO/CFO functions are required but may be held by one person (§§ 302A.171, .181, .203, .301, .315)
Mississippi verified 2026-08-14
Mississippi Business Corporation Act, Miss. Code title 79, ch. 4; file Articles of Incorporation with the Secretary of State (§§ 79-4-2.01 to -2.03)
1+ persons may incorporate; before formation, an incorporator executes and signs, stating name and capacity. No seal, attestation, acknowledgment, or verification is required (§§ 79-4-1.20(f)-(g), -2.01)
Distinguishable name with corporation/incorporated/company/limited or equivalent abbreviation; any-lawful-business purpose and perpetual duration are defaults unless the articles narrow them (§§ 79-4-3.01 to -3.02, -4.01)
Articles state the initial registered office's street address and the initial agent's name at that office. Appointment affirms notice to and consent by the agent; no separate acceptance is filed (§§ 79-4-2.02(a)(3), 79-35-5)
State authorized shares by class and series. Multiple classes/series need designations and their preferences, rights, and limitations before issue; par value is optional (§§ 79-4-2.02, -6.01 to -6.02)
Initial-director names/addresses are optional; every incorporator's name/address is required. The statutory articles list does not require officers, shareholders, or beneficial owners (§ 79-4-2.02)
May add initial directors, purpose, management/power terms, par value, bylaw-authorized terms, limited director-liability/indemnification clauses, and an internal-claims venue clause; statutory exceptions limit liability clauses (§ 79-4-2.02(b)-(e))
Online only; $50. Agent consent is affirmed rather than attached. Exists on filing or at a stated delayed time/date no later than the 90th day after filing (§§ 79-4-1.23, -2.03; SOS)
No separate formation-stage initial report or publication appears in the articles/organization provisions or current SOS filing instructions; the $25 annual report is a recurring filing, not an initial attachment (§ 79-4-16.22; SOS)
Named initial directors organize; otherwise incorporators meet to elect directors and complete organization. Appoint officers and adopt bylaws; incorporators and the board may act by unanimous written consent (§§ 79-4-2.05 to -2.06, -8.21, -8.40)
Missouri verified 2026-08-14
Missouri General and Business Corporation Law; deliver signed articles of incorporation to the Secretary of State (§§ 351.050, 351.060)
One or more natural persons age 18 or older; every incorporator signs, and each name plus physical business or residence address is public (§§ 351.050, 351.055; Corp. 41)
Name needs corporation/company/incorporated/limited or an abbreviation; articles must state lawful purposes and a number of years or perpetual duration (§§ 351.055, 351.110)
Initial Missouri registered agent and physical registered-office street address; Corp. 41 separately requests a return-document address (§ 351.055; Corp. 41)
If shares exceed 30,000 or par value exceeds $30,000, state each class's share count, par/no-par treatment, and preferences, limits, restrictions, and special or relative rights (§ 351.055)
Director count is optional; incorporator names and physical addresses are required, but initial officers and owners are not article fields (§ 351.055; Corp. 41)
May state director count, limit or deny preemptive rights, and include other provisions that are not inconsistent with law (§ 351.055(2))
Online filing system or signed paper Corp. 41; $3 certificate fee plus $50 for the first $30,000 or less of authorized-share dollar amount and $5 per additional $10,000; existence begins on filing, and the form permits a future date up to 90 days (§§ 351.060, 351.065, 351.075; Corp. 41)
Corporate registration report due within 30 days after incorporation, listing the agent/address, officers, directors, and principal-business or headquarters mailing address; no formation publication identified (§ 351.120)
If no first directors are named, incorporators unanimously adopt original bylaws and name the board at a meeting or by written consent; the board meets as soon as convenient to elect officers, address subscriptions and share issuance, and perfect organization (§ 351.080)
Montana verified 2026-08-14
Montana Business Corporation Act; deliver Articles of Incorporation to the Secretary of State (§§ 35-14-201 to -203)
One or more persons may incorporate; articles name/address each incorporator, who signs before formation and states name/capacity; no seal, acknowledgment, or verification required (§§ 35-14-120, -201, -202)
Name needs corporation/incorporated/company/limited or equivalent abbreviation, must be distinguishable, and ordinarily cannot use cooperative; lawful-purpose and perpetual-duration defaults apply (§§ 35-14-301, -302, -401; § 2-15-401)
Articles state initial registered-office street and mailing addresses and agent name; appointment affirms agent consent, so no separate acceptance is required (§ 35-14-202(1)(c); § 35-7-105)
State authorized shares; each class/series needs its count and designation, and terms before issuance. Full-voting and dissolution-asset rights are mandatory; par value is optional (§§ 35-14-202, -601)
Initial directors and addresses are optional; every incorporator name/address is mandatory. Officers, shareholders, beneficial owners, and principal office are not statutory articles fields (§ 35-14-202)
May add lawful purpose, management/power limits, par value, shareholder liability, bylaws terms, bounded director-liability/indemnification clauses, and business-opportunity provisions; specified misconduct cannot be insulated (§ 35-14-202)
Electronic filing through the SOS portal; $35. Agent consent is affirmed rather than attached. Existence begins on filing or at a stated delayed date/time no more than 90 days later (§§ 35-14-120, -123, -203; SOS pages)
No formation publication or one-time initial report in the incorporation provisions; first annual report is due January 1-April 15 of the calendar year after incorporation (§§ 35-14-202, -203, -1621)
After incorporation, named initial directors appoint officers and adopt bylaws; otherwise incorporators elect directors. Incorporators may act by unanimous written consent; the meeting may be inside or outside Montana (§§ 35-14-205, -206)
Nebraska verified 2026-08-14
Nebraska Model Business Corporation Act, Neb. Rev. Stat. §§ 21-201 to 21-2,232; file Articles of Incorporation with the Secretary of State (§§ 21-219 to -221)
1+ persons may incorporate. Before formation, an incorporator signs and states name/capacity; no seal, attestation, acknowledgment, or verification is required (§§ 21-203(f)-(g), 21-219)
Name uses corporation/incorporated/company/limited or an abbreviation and meets the deceptively-similar rule. Any-lawful-business purpose and perpetual duration are defaults unless articles narrow them (§§ 21-226 to -227, 21-230)
Articles state the initial registered-office street address and initial agent's name; an optional PO box may supplement the street. Agent's business office matches the registered office; no separate acceptance is required (§§ 21-220(a)(3), 21-233)
State authorized shares and par value per share/class. Multiple classes/series require counts, designations, preferences, rights, and limitations; articles may authorize later board classification followed by an amendment (§§ 21-220(a)(2), 21-237 to -238)
Initial directors' names/addresses are optional; every incorporator's name/address is required. The articles list does not require officers, shareholders, beneficial owners, or a principal office (§ 21-220(a)-(b))
May add initial directors; narrower purpose; management/power, shareholder-liability, bylaw, director-liability/indemnification, and corporate-opportunity terms; limited investment companies must state any annual-meeting exception (§ 21-220)
Signed-PDF eDelivery $100 or written filing $110; paper/in-person accepted. No statutory agent consent. Effective on filing or at a stated time/date no later than the ninetieth day afterward (§§ 21-203, 21-205 to -206, 21-221; SOS)
Publish the required notice 3 successive weeks in the proper county and file proof ($25 online/$30 written); no fixed deadline, and later cure validates acts. No separate initial report; biennial reporting is recurring (§§ 21-2,228 to -2,229, 21-301; SOS)
Named directors organize; otherwise incorporators elect directors. Appoint officers and adopt bylaws; incorporators and the board may act by unanimous written consent (§§ 21-223 to -224, 21-296)
Nevada verified 2026-08-14
NRS ch. 78; file Articles of Incorporation with the Secretary of State, online for a domestic Chapter 78 corporation or by the official paper packet (§§ 78.030, 78.035, 78.050; SOS)
1+ persons; every signing incorporator is named and addressed and signs the current form under a perjury/false-instrument declaration. Incorporator status alone does not make the signer a stockholder (§§ 78.030, 78.035, 78.050; SOS packet)
Distinguishable name; a natural-person-style name needs a corporate identifier. Any lawful activity and perpetual existence apply by default, so purpose and duration are optional (§§ 78.035, 78.039, 78.060)
Articles state a commercial agent or a noncommercial agent/office-position with Nevada street and mailing address; signed agent acceptance is mandatory. Each incorporator and first director gives a residence or business address (§§ 77.300-.310, 78.035)
State authorized shares and, for multiple classes/series, their designations and counts; the official form separates par-value and no-par shares. Rights may be fixed in the articles or under articles authority by board resolution and a pre-issuance designation filing (§§ 78.035, 78.195, 78.760; SOS packet)
Articles publicly name/address the entire first board and every incorporator. The initial list adds president, secretary, treasurer (or equivalents), all directors, and each address; no shareholder or beneficial-owner list is required here (§§ 78.035, 78.150)
May add lawful provisions governing management, corporate/director/officer/shareholder powers or duties, and profit distribution; purpose, finite duration, and board-set share terms are also optional when properly authorized (§§ 78.037, 78.060, 78.195)
SilverFlume or paper packet. Articles fee is $75-$35,000 by represented capitalization; initial list $150 plus corporation license $500 makes the ordinary minimum $725. Include agent acceptance. Existence starts on filing; no delayed date (§§ 76.100, 78.050, 78.150, 78.760; SOS packet)
No formation publication. The current packet requires an initial officer/director list and state-business-license application with the articles; § 78.150 permits an SOS-selected alternative list due date. The initial list costs $150 (§§ 76.100, 78.150; SOS packet)
The mandatory first board (1+ natural persons age 18+) directs the corporation, selects a president, secretary, and treasurer or equivalents, and may adopt bylaws. Board action may occur at a meeting or by the required written consent; no separate organizational-meeting deadline appears (§§ 78.115, 78.120, 78.130, 78.315)
New Hampshire verified 2026-08-14
New Hampshire Business Corporation Act; deliver Articles of Incorporation to the Secretary of State (§§ 293-A:2.01 and 293-A:2.02)
One or more persons; an incorporator signs and states name/capacity; no seal, attestation, acknowledgment, verification, or proof required (§§ 293-A:1.20(f)-(g), :2.01)
Name needs corporation/incorporated/limited or an allowed abbreviation; lawful-business and perpetual-duration defaults apply (§§ 293-A:3.01, 293-A:3.02, and 293-A:4.01)
Initial agent and New Hampshire street registered office; agent's business office must match; naming a person or using an address requires consent (§§ 293-A:1.39, :2.02(a)(3), :5.01)
Authorized-share number required; multiple classes/series need designations, counts, and terms; par value is optional (§§ 293-A:2.02, 293-A:6.01, and 293-A:6.02)
Each incorporator's name/address required; initial directors optional; owners are not filed, while directors/principal officers appear on the later annual report (§§ 293-A:2.02, :16.21; SOS FAQ)
May add lawful purpose, governance, shareholder-liability, director/officer-liability, indemnification, bylaw, and share terms; specified core facts cannot depend on outside facts (§§ 293-A:1.20(j), :2.02(b))
$100 base fee; QuickStart online adds $2, or mail one signed original; effective on filing/online acceptance or delayed up to 90 days (§§ 293-A:1.22, 293-A:1.23, and 293-A:2.03; SOS forms page)
No formation publication; first $100 annual report generally due January 1-April 1 following the incorporation year, subject to the December 1-April 1 exception (§§ 293-A:1.22, :16.21)
Named initial directors organize; otherwise incorporators elect directors or complete organization; incorporators may use unanimous written consent; initial bylaws are mandatory (§§ 293-A:2.05 and 293-A:2.06)
New Jersey verified 2026-08-14
New Jersey Business Corporation Act; file a certificate of incorporation through Treasury's Division of Revenue and Enterprise Services
One or more individual or corporate incorporators; individual must be 18 or older; incorporator signs and files (N.J.S.A. § 14A:2-6)
Distinguishable name with corporate designator; purpose clause required; perpetual unless certificate says otherwise (N.J.S.A. §§ 14A:2-2, 14A:2-7)
Initial agent and complete New Jersey registered-office address; no principal-office field in certificate (N.J.S.A. § 14A:2-7(1)(g))
Authorized-share total; class/series counts, designations and determined rights, plus board authority if used; par value not required (N.J.S.A. § 14A:2-7(1)(c)-(e))
Number, names and addresses of every initial director, plus incorporator names and addresses, are mandatory charter fields (N.J.S.A. § 14A:2-7(1)(h)-(i))
May add nonconflicting management, power and bylaw-type terms; provisions cannot conflict with the Act or another New Jersey statute (N.J.S.A. § 14A:2-7(1)(f))
Online; $100; no standard attachment identified in Treasury's ordinary-entity instructions; filing or stated date within 90 days (N.J.S.A. § 14A:2-7(2))
No formation publication listed; file NJ-REG online after formation; annual report $75 in anniversary month, subject to first-report deferral (N.J.S.A. § 14A:4-5)
Named board meets after effectiveness on at least 5 days' mailed notice; adopts bylaws, elects president/secretary/treasurer and authorizes shares (N.J.S.A. §§ 14A:2-8, 14A:2-9, 14A:6-15)
New Mexico verified 2026-08-14
New Mexico Business Corporation Act, NMSA 1978 ch. 53, arts. 11-18; deliver Articles of Incorporation to the Secretary of State (§§ 53-12-1 to -4)
1+ persons or a domestic/foreign corporation may incorporate by signing and delivering the articles; online submitter verifies authority and truth under penalty of perjury (§ 53-12-1; 12.3.1.9(I) NMAC)
Name uses corporation/company/incorporated/limited or an abbreviation and meets the similarity rule; articles state purpose and any different NM transaction name, and state duration only if not perpetual (§§ 53-11-3 to -4, 53-11-7, 53-12-2(A)(1)-(3))
Articles state the initial registered-office address and agent name; agent's business office matches. A separate signed agent acceptance accompanies the articles (§§ 53-11-11, 53-12-2(A)(8), 53-12-3)
State aggregate authorized shares and each class count/designation, rights and limits; series terms and board authority if used. Current formation provisions contain no par-value field (§§ 53-11-15, 53-12-2(A)(4)-(7))
Articles list every consenting initial director's name/address and every incorporator's name/address. The 30-day report adds all directors/officers, terms, principal-office details, meeting date, and state taxpayer ID (§§ 53-12-2(A)(9)-(10), 53-5-2(A))
May add lawful management, power, transfer, minimum-share-consideration, bylaw, internal-affairs, and limited director-liability terms, subject to § 53-12-2(E)'s limits (§ 53-12-2(B)-(E))
Online only; $1 per 1,000 authorized shares, minimum $100 and maximum $1,000. Attach signed agent acceptance. Existence begins on delivery unless disapproved; no delayed date appears in the formation provision (§§ 53-2-1(A)(1), 53-12-3 to -4; SOS)
File a signed/sworn $25 corporate report within 30 days after certificate issuance; $200 late penalty and possible cancellation after notice. No formation publication in the current scheme (§§ 53-2-1(A)(16), 53-5-2(A), 53-5-7(A))
After certificate issuance, a majority calls the named board's organization meeting on 3+ days' mailed notice to adopt bylaws, elect officers, and finish business; unanimous written consent may replace the meeting (§§ 53-11-27, -43, -48, 53-12-5)
New York verified 2026-08-13
New York Business Corporation Law; deliver a certificate of incorporation to the Department of State (BCL §§ 402-403)
One or more natural persons age 18+; each incorporator signs and gives a name and address (BCL §§ 401, 402(a))
Name uses corporation/incorporated/limited or abbreviation; certificate states purposes and required regulated-activity proviso; perpetual unless another duration is stated (BCL §§ 301(a), 402(a)(1)-(2), (9))
State the New York county of the corporate office; designate Secretary of State for process and give a U.S. mailing address; registered agent and service email are optional (BCL § 402(a)(3), (7)-(8))
State total authorized shares and par value or no-par status; multiple classes require counts, designations, rights, preferences, and limitations, with series terms or board authority as applicable (BCL § 402(a)(4)-(6))
Initial directors and officers are not required certificate fields; each incorporator's name/address and the filer's name/address are public filing information (BCL § 402(a); DOS form)
May add lawful business, governance, shareholder/director/officer, bylaw, and limited director-liability terms; regulated names or purposes may require attached approval or consent (BCL §§ 301(a), 402(b)-(c))
$125; online or mail filing; restricted name/purpose approvals when applicable; existence begins on filing or a stated date up to 90 days later (BCL § 403; DOS instructions)
No initial DOS report or newspaper publication; DOS notifies Tax, the corporation supplies its federal ID number, and the first $9 biennial statement is due 2 years after formation (DOS instructions)
Incorporators adopt bylaws and elect directors after formation; with 2+ incorporators, mailed meeting notice is at least 5 days, or all may sign written action; board may appoint officers (BCL §§ 404, 601, 715)
North Carolina verified 2026-08-14
North Carolina Business Corporation Act; deliver Form B-01 articles of incorporation to the Secretary of State (§§ 55-2-01, 55-2-02)
One or more persons may incorporate. Before directors are selected, an incorporator executes; the signer gives name and capacity, and no seal, acknowledgment, verification, or proof is required (§§ 55-1-20(b), 55-2-01, 55D-10(b))
Name uses corporation/incorporated/company/limited or an abbreviation and is distinguishable. A purpose clause is optional; lawful business and perpetual duration are defaults (§§ 55-3-01, 55-3-02, 55D-20, 55D-21)
State initial agent, North Carolina registered-office street and mailing addresses and county, and principal-office street/mailing addresses and county if one exists. No agent acceptance is attached (§§ 55-2-02(a), 55D-30; B-01)
Authorize at least 1 share. One class may be common; multiple classes/series require counts, designations, preferences, limitations, and rights. Par value is optional; articles may authorize later board-set terms (§§ 55-2-02, 55-6-01, 55-6-02; B-01)
Initial directors' names and addresses and company officers are optional. Incorporator names/addresses are mandatory; principal officers are disclosed on the annual report (§§ 55-2-02(a)-(b), 55-16-22(a3); B-01)
May add bylaw terms, purpose, management/power terms, par value, shareholder liability, limited duration, director/officer liability limits, and corporate-opportunity waivers, subject to statutory exceptions (§ 55-2-02(b))
$125; use the Secretary of State's online Business Creation route or current paper Form B-01. No ordinary attachment unless multiple class/series terms are added. Existence begins at effectiveness; delay is limited to 90 days (§§ 55-1-22(a)(1), 55-2-03, 55D-13; SOS)
No formation publication or separate initial report. Annual report is due by the 15th day of the 4th month after fiscal-year close; fee is $18 electronic or $25 paper (§§ 55-1-22(a)(23)-(23a), 55-16-22)
Named directors meet to appoint officers, adopt bylaws, and organize; otherwise incorporators meet to organize or elect a board. Unanimous written incorporator or director consent may replace a meeting (§§ 55-2-05, 55-2-06, 55-8-21)
North Dakota verified 2026-08-14
North Dakota Business Corporation Act, N.D.C.C. ch. 10-19.1; file original Articles of Incorporation with the Secretary of State, which issues the certificate of incorporation (§§ 10-19.1-09 to -12)
One or more individual incorporators, each age 18+, and each name/address appears in the articles. A filing is signed by a person authorized under the chapter; electronic and reproduced signatures are allowed (§§ 10-19.1-01(58), -09 to -10)
Name must be distinguishable and use company/corporation/incorporated/limited or an abbreviation. General lawful business purpose and perpetual existence are defaults unless the articles modify them (§§ 10-19.1-08, -10(2), -13, -26)
State commercial-agent name or noncommercial-agent name and North Dakota address, plus principal executive office. Agent appointment affirms consent; no separate acceptance is required (§ 10-19.1-10; §§ 10-01.1-04 to -05)
State aggregate authorized shares. Default is one class/series of equal voting common shares with $0.01 par; articles may create or authorize more classes/series, different rights, nonvoting shares, and a different par value (§§ 10-19.1-10(2), -61)
Every incorporator and the principal executive office are required. First-board members may be named but need not be; ordinary articles do not require officers, shareholders, beneficial owners, or ownership percentages (§ 10-19.1-10(1), (4))
May modify listed statutory defaults and add lawful governance terms, first directors, vote thresholds, nonshareholder voting, director-liability limits, and distribution priorities. Other lawful management/regulation terms are allowed (§ 10-19.1-10(2)-(5))
File through FirstStop; $100. Ordinary articles have no routine attachment, though an indistinguishable-name filing needs consent or a court judgment. Existence begins on certificate issuance or a stated later date within 90 days (§§ 10-19.1-11 to -13, -147; SOS)
No formation publication or one-time initial report. First $25 annual report is due before August 2 in the year after the certificate/effective-date year and then annually (§§ 10-19.1-146 to -147; SOS)
Within a reasonable time after certificate issuance, incorporators or named directors meet or act in writing to elect directors/officers and complete organization. Meeting requires 3 days' notice. Bylaws may be adopted but are not mandatory (§§ 10-19.1-30 to -31)
Ohio verified 2026-08-14
Ohio General Corporation Law, R.C. Chapter 1701; sign and file articles of incorporation with the Secretary of State (§ 1701.04)
Any person may act alone or jointly with others, without an Ohio residence, domicile, or state-of-incorporation requirement; the incorporator or incorporators sign the articles (§ 1701.04(A))
Name includes company/co./corporation/corp./incorporated/inc., is distinguishable, and does not imply government connection (§ 1701.05); purpose is optional with an any-lawful-act default and duration is perpetual unless the articles state otherwise (§§ 1701.03-.04)
State the Ohio principal-office location in the articles (§ 1701.04). File with them an agent appointment signed by the incorporators or a majority, plus the agent's signed acceptance; give the agent's Ohio street residence/business address, not a P.O. box (§ 1701.07)
State authorized shares with par value and their par value, authorized no-par shares, any express share terms, and for classified shares each class's designation, authorized count, par value if any, and express terms; state initial stated capital only if the corporation will have it (§ 1701.04(A)(3)-(4))
Initial directors' names are optional. The articles do not require officers, shareholders, beneficial owners, or director addresses; the incorporator signature and accompanying statutory-agent name/address are public filing information (§§ 1701.04(B)(1), 1701.07(B)-(C))
May add purpose, a priority for balancing purposes, lawful authority limits, regulation provisions, a nonperpetual term, elimination of cumulative voting, and other Chapter 1701 terms; the name cannot imply government affiliation (§§ 1701.04(B), 1701.05(A)(3))
$99 on current Form 532A; file online at Ohio Business Central or use the downloadable paper form. Agent appointment/acceptance accompanies the articles. Existence begins on filing or a specified later date no more than 90 days after filing (§§ 1701.04(C)-(D), 1701.07(B); SOS)
No separate initial report or publication appears in § 1701.04 or current Form 532A. The immediate state-law follow-up is internal organization under § 1701.10; ordinary later tax, license, and recurring-compliance matters are outside this formation filing
Named initial directors hold an organizational meeting to receive subscriptions, appoint officers, adopt regulations, and conduct other business. Otherwise incorporators receive subscriptions or elect directors; shareholder notice is at least 7 days unless waived. Incorporator action may be unanimous written consent, and director-adopted regulations must occur within 90 days (§ 1701.10)
Oklahoma verified 2026-08-14
Oklahoma General Corporation Act, 18 O.S. §§ 1001-1144; file a Certificate of Incorporation with the Secretary of State (§§ 1005-1007, 1010)
Any person, partnership, association, or corporation may incorporate singly or jointly regardless of residence; incorporator(s) sign, and signature alone is the acknowledgment/perjury affirmation, so formal notarization is optional (§§ 1005, 1007(A)-(B))
Distinguishable name with an approved corporate word/designator; certificate states the nature of business or an all-lawful-acts clause; perpetual existence unless a finite date is stated (§ 1006(A)(1), (3), (B)(5))
State the Oklahoma registered office's street, number, city, and postal code, agent name at that address, and each incorporator's mailing address; no principal-office field is in the ordinary statutory list (§§ 1006(A)(2), (5), 1021-1022)
One class: total shares plus each share's par value or no-par statement. Multiple classes: total and per-class counts plus each class's par/no-par treatment; class/series rights go in the certificate or a board resolution under express certificate authority followed by a filed designation (§ 1006(A)(4); § 1032(A), (G))
Initial directors and mailing addresses are required only if incorporator powers terminate on filing; ordinary certificate does not require officers, owners, principal-office address, or the agent's private communications contact (§§ 1006(A)(5)-(6), 1022(D))
May add governance/power rules, preemptive rights, supermajority rules, finite duration, specified shareholder debt liability, and director/officer monetary-liability limits subject to loyalty, bad-faith/misconduct, unlawful-distribution, improper-benefit, officer derivative-action, and pre-effect limits (§ 1006(B))
Electronic registration or appropriate paper form; one signed instrument and fees. Fee is one-tenth of 1% of authorized capital, $50 minimum; no-par shares count as $50 each. Effective on filing or at a stated time through day 90; card convenience fee may be up to 4% (§ 1007(C)-(D); § 1010; § 1142(A)(9), (F)-(G); Oklahoma.gov)
No formation publication or separate initial report; the corporation must privately give its registered agent a current natural-person communications contact (§ 1022(D))
Incorporators organize unless initial directors were named. Adopt bylaws; incorporators elect directors and directors elect officers. Give at least two days' notice, or use unanimous written/electronic consent; future-effective consent may be delayed up to 60 days (§ 1012; § 1013(A))
Oregon verified 2026-08-14
Oregon Business Corporation Act, ORS ch. 60; file Articles of Incorporation with the Secretary of State (§§ 60.044-.051)
One or more age-18+ individuals, domestic/foreign corporations, partnerships, or associations may incorporate; each incorporator is named/addressed and signs the prescribed form under the statutory perjury declaration; no acknowledgment is required (§§ 60.004, 60.044, 60.047(1)(d); SOS form)
Distinguishable English-alphabet name containing corporation/incorporated/company/limited or an abbreviation and not cooperative; any lawful business and perpetual duration by default (§§ 60.074, 60.077(1), 60.094(1)-(4))
Initial agent at an Oregon physical-street registered office, notice mailing address, and principal-office physical street and any different mailing address (§§ 60.047(1)(c), (e)-(f), 60.111)
State authorized shares (current form requires at least one); articles prescribe each class and count and, before issuance, multiple-class designations and rights, unless articles authorize board-set class/series terms followed by an amendment filing; par value is optional (§§ 60.047(1)(b), (2)(c)(D), 60.131, 60.134)
Initial-director names/addresses are optional, but the articles must name/address every incorporator and at least one individual director, controlling shareholder, or authorized representative with direct knowledge; form president/secretary fields are optional (§ 60.047(1)(d), (g), (2)(a)-(b); SOS form)
May add purpose, governance/power limits, par value, environmentally/socially responsible operation, bylaw terms, and a director-liability limit subject to loyalty, bad-faith/misconduct, unlawful-distribution, improper-benefit, and pre-effect conduct exceptions (§ 60.047(2))
Online or by mail/fax; $100 nonrefundable processing fee. Ordinary paper form has no separate mandatory attachment; attach added provisions as needed. Exists on filing or at a stated date/time up to 90 days later (§§ 60.007, 60.011, 60.051; SOS form and fee schedule)
No formation publication or separate initial report; the $100 annual renewal is a later recurring filing (ORS ch. 60; SOS fee schedule)
Named initial directors organize; otherwise incorporators meet to elect directors and complete organization. Appoint officers, including a president and secretary, and adopt bylaws; incorporators and the board have unanimous written-consent routes (§§ 60.057, 60.061, 60.341, 60.371)
Pennsylvania verified 2026-08-14
Pennsylvania Business Corporation Law of 1988; file articles of incorporation with the Department of State (§§ 1306, 1308)
One or more adult natural persons or for-profit/nonprofit corporations; every incorporator signs, and the articles state each incorporator's name (§§ 1302, 1306(a)(5))
State a distinguishable name; no corporate suffix is required; all lawful business is the default purpose, and duration is stated only if nonperpetual (§§ 202, 1301, 1306(a)(1), (6))
State the Pennsylvania initial registered-office street address and county, or a commercial registered office provider and county; no separate agent acceptance is required (§§ 109, 1306(a)(2), 135(c))
State aggregate authorized shares; include determined class/series rights and any board classification authority; par value is optional (§ 1306(a)(4), (c))
Initial directors may be named, which affirms their written consent; incorporator names are required, but their addresses, officers, and owners are not article fields (§ 1306(a)(5), (d))
May add lawful purpose, management, securityholder, director, or officer provisions and may vary many statutory defaults, except provisions made nonwaivable by statute (§ 1306(a)(8), (b), (e))
$125; Business Filing Services online or paper by mail; accompany articles with DSCB:15-134A; existence begins on filing or the later stated effective date (§§ 134, 153(a)(1)(i), 1308-1309; DOS)
Publish notice before or after filing in the county's required newspaper(s); proof stays with corporate minutes, not DOS; there is no immediate initial report (§§ 102, 1307, 146(c); DOS)
Initial directors, or incorporators if none are named, hold the organization meeting on at least 5 days' written notice to adopt bylaws, elect directors if needed, and organize; every corporation has president, secretary, and treasurer roles (§§ 1310, 1504, 1732)
Rhode Island verified 2026-08-14
Rhode Island Business Corporation Act, ch. 7-1.2; file Form 100 Articles of Incorporation with the Department of State (§§ 7-1.2-201 to -202)
One or more individuals may incorporate; articles name/address each incorporator and all incorporators sign. Signature alone is a perjury acknowledgment; facsimile/e-signature allowed (§§ 7-1.2-105, -201, -202; Form 100)
Name needs corporation/company/incorporated/limited or abbreviation and must be distinguishable; ordinary lawful purpose and perpetual duration apply unless narrowed (§§ 7-1.2-202(d), 7-1.2-301, 7-1.2-401)
Articles state initial registered-office address and agent name; current form requires a Rhode Island street address, not a P.O. box. Agent must be authorized and statutorily eligible; no separate acceptance signature (§§ 7-1.2-202, 7-1.2-501; Form 100)
State total authorized shares; multiple classes need each count plus desired designations, powers, preferences, rights, and limits or express board authority. Par value is optional; Form 100 defaults unstated shares to $0.01 (§ 7-1.2-202)
Initial directors may be added but are not mandatory; every incorporator name/address is public. The statutory articles and Form 100 do not require officers, shareholders, beneficial owners, or a principal office (§§ 7-1.2-201 to -202; Form 100)
May add par value, preemptive-right election, lawful internal-affairs/bylaw terms, and a director-liability limit that preserves loyalty, bad-faith, knowing-law, unlawful-distribution, and improper-benefit liability (§ 7-1.2-202(b))
Paper or electronic filing. Under 75 million shares: $70 filing + $160 license fee = $230; online adds $8. Required contact sheet; optional share/charter attachments. Effective on filing or delayed up to 90 days (§§ 7-1.2-105, 7-1.2-1602; Form 100/fee schedule)
No formation publication or one-time initial report; first $50 annual report is due February 1-May 1 of the calendar year after incorporation, then annually (§§ 7-1.2-1501, 7-1.2-1602; Form 100)
Named initial directors organize; otherwise incorporators elect directors. Incorporator meeting needs 3 days' mailed notice; all may act by written consent. Appoint officers and adopt bylaws (§§ 7-1.2-201, -203)
South Carolina verified 2026-08-14
South Carolina Business Corporation Act, Title 33 chs. 1-20; file Articles of Incorporation plus the CL-1 initial annual report with the Secretary of State (§§ 33-2-101 to -103; 12-20-40)
Any person may incorporate; every incorporator gives a name/address and signs, and a South Carolina-licensed attorney signs a compliance certificate (§§ 33-2-101 to -102)
Name needs corporation/incorporated/company/limited or corp./inc./co./ltd.; lawful-business and perpetual-duration defaults apply (§§ 33-3-101 to -102, 33-4-101)
Initial South Carolina registered-office street address and agent name required; agent must qualify, use that office, and sign consent. CL-1 adds principal/mailing addresses and agent address (§§ 33-2-102, 33-5-101; forms)
Authorized count itemized by class; multiple classes need designations and rights, with unlimited-voting and net-asset classes; par value optional and board-set class/series terms require articles authority (§§ 33-2-102, 33-6-101 to -102)
Initial directors optional in articles, but CL-1 immediately reports principal office, nature of business, authorized/issued shares, and known owner/officer/director information; statutory director/principal-officer names and business addresses are public (§§ 12-20-30, 33-2-102; CL-1)
May add initial directors, purpose, management/power terms, par value, stated shareholder liability, and bylaw-authorized terms; director-liability limits are reserved to specified SEC-registered, $25M-asset, or 500-shareholder corporations and retain statutory exclusions (§ 33-2-102(b), (e))
$135 online or paper; paper uses 2 copies and must include CL-1, agent consent, and attorney certificate; effective on filing or delayed up to 90 days (§§ 33-1-220, -230, 33-2-103; F0001)
CL-1 and its $25 minimum license fee accompany the articles and are included in $135; no formation publication or separate post-filing initial report (§§ 12-20-40, -50; F0001/CL-1)
Named initial directors organize; otherwise incorporators elect directors. Incorporators may use unanimous written consent, board action may use unanimous consent, initial bylaws are mandatory, board has 1+ directors, and one person may hold multiple offices (§§ 33-2-105 to -106, 33-8-103, -210, -400)
South Dakota verified 2026-08-14
South Dakota Business Corporation Act, SDCL ch. 47-1A; file Articles of Incorporation with the Secretary of State (§§ 47-1A-201 to -203; SOS form)
One or more persons may incorporate; list each incorporator name/address. Before formation an incorporator signs and states name/capacity. Seal, attestation, acknowledgment, and verification are optional (§§ 47-1A-120, -201 to -202; SOS form)
Name must be distinguishable and use corporation/incorporated/company/limited or an allowed abbreviation. A purpose clause is optional because lawful business is the default; duration is perpetual unless limited (§§ 47-1A-301 to -302, -401 to -401.1; SOS form)
Articles state the principal-office street address and registered-agent filing information. Agent may be commercial, named noncommercial, or an internal office/position; naming an agent affirms consent. Form also requests mailing address if different and optional email (§ 47-1A-202; § 59-11-6; SOS form)
State total authorized shares. Multiple classes/series require each count, designation, and terms before issuance. Par value is optional and may be added for shares or classes (§§ 47-1A-202, -202.1, -601)
Each incorporator name/address and the principal office are public. Initial directors may be added but are not required; ordinary articles do not require officers, shareholders, beneficial owners, or ownership percentages (§§ 47-1A-202 to -202.1; SOS form)
May add lawful purpose/governance/power terms, par value, specified shareholder debt liability, bylaw terms, bounded director-liability and indemnification provisions, and preemptive-right limits (§ 47-1A-202.1)
File online for $150 or on paper for $165 including the paper fee. Optional provisions may be attached. Effective on filing or at a stated date/time no later than the ninetieth day after filing (§§ 47-1A-122 to -123.1, -203; SOS form/fees)
No formation publication or one-time initial report under the current Act/form. Current first $55 online/$70 paper annual report is due before February 1 after the formation year. Starting Jan. 1, 2027, formation documents must select anniversary-month or Jan. 31 reporting (§ 47-1A-122; § 59-11-25; SOS fees)
Named initial directors organize; otherwise incorporators elect directors or a board. Incorporators may act by unanimous written consent. Complete organization by appointing officers, adopting bylaws, and handling other business (§§ 47-1A-205 to -206)
Tennessee verified 2026-08-14
Tennessee Business Corporation Act; file a charter with the Secretary of State (§§ 48-12-101 to -103)
One or more persons; one listed incorporator signs in that capacity; original or verified electronic/digital signature, with no acknowledgment required (§§ 48-12-101, 48-11-301; Form SS-4417)
Name needs corporation/incorporated/company or corp./inc./co.; any-lawful-business and perpetual defaults apply, while the form asks for duration and up to three NAICS codes (§§ 48-14-101, 48-13-101 to -102; Form SS-4417)
Tennessee agent and street registered office with county and email; principal street address, optional different mailing address, and business email (§§ 48-12-102(a)(3), (5), 48-15-101; Form SS-4417)
At least one authorized share; each class's count and designation, with class rights stated before issuance; par value is optional (§ 48-16-101; Form SS-4417)
Initial directors are optional; incorporator names/addresses, offices, emails, fiscal-year month, NAICS activity, agent, and share count are public; no owner or officer list (§ 48-12-102; Form SS-4417)
May add a limited purpose, governance and power terms, qualifying director-liability limits, initial directors, and lawful bylaw terms; regulated names may need written approval (§§ 48-12-102(b), 48-14-101(a))
$100; e-file, mail, or walk-in; effective when filed unless delayed up to 90 days; no ordinary agent-consent attachment (§§ 48-11-303 to -304; Form SS-4417)
No initial report or publication; if the principal office is in Tennessee, also file a charter copy with that county's register of deeds, with a $5 base county fee (§ 48-11-303(d))
Named directors organize; otherwise incorporators meet on at least two days' notice to elect directors; incorporators or directors adopt bylaws and appoint officers, with written-consent routes (§§ 48-12-105 to -106, 48-18-202)
Texas verified 2026-08-13
Texas Business Organizations Code; file a certificate of formation with the Secretary of State (§§ 3.001, 3.005)
One or more organizers with capacity to contract; each organizer signs; Form 201 needs no notarization (§ 3.004; Form 201)
Name must include company/corporation/incorporated/limited or abbreviation; lawful-purpose clause allowed; perpetual unless governing documents provide otherwise (§§ 3.003, 3.005(a), 5.054)
Initial agent, Texas street registered office, and initial mailing address; agent must consent, but consent is not attached (§§ 3.005(a)(5)-(6), 5.201-.2011; Form 201)
Total shares plus par value or no-par statement; multiple classes require designations, counts, par status, preferences, limitations, and relative rights (§ 3.007(a)-(b))
Board-managed corporation lists initial-board size and each initial director's name and address; organizer name and address also public (§§ 3.005(a)(7), 3.007(a)(3))
May add lawful organization/governance terms, social purposes, and compliant preemptive or cumulative-voting provisions; special entity elections are outside this ordinary filing (§§ 3.005(b), 3.007(c)-(e))
$300; SOSUpload PDF or duplicate mail/courier filing; effective on filing or delayed up to 90 days, with a follow-up statement for a future-event condition (§§ 4.051-.056, 4.152; Form 201)
No separate initial SOS report or publication in the current formation provisions or Form 201; Comptroller mailing address is included in the certificate (§ 3.005(a)(6); Form 201)
After effectiveness, initial board calls an organization meeting on at least three days' notice to adopt bylaws, elect officers, and transact other business; board may act by unanimous written consent (§§ 21.057, 21.059, 21.415, 21.417)
Utah verified 2026-08-14
Utah Revised Business Corporation Act, Utah Code Title 16 ch. 10a; file articles of incorporation with the Division of Corporations and Commercial Code (§§ 16-10a-101, -201 to -203)
1+ persons; a natural-person incorporator must be at least 18. Every incorporator signs and states name/capacity; signature affirms truth under perjury penalty, with no seal, attestation, acknowledgment, verification, or proof required (§§ 16-10a-120(6)-(9), -201, -202(5))
Through Sept. 30: distinguishable name with corporation/incorporated/company or approved abbreviation; state a purpose, which may be any lawful activity; perpetual by default (§§ 16-10a-202, -301 to -302, -401). The designator rule is repealed Oct. 1
State commercial-agent name, or noncommercial-agent name plus Utah street/rural-route and different mailing address, or an office/position and business-office address. Designation affirms agent consent; each incorporator's address is also required (§§ 16-10a-202(1), 16-17-202 to -203)
State every class and its authorized count; classes together must provide unlimited voting and net-asset rights. Multiple classes need designations and, before issuance, preferences, limits, and relative rights. Par value is optional; board-set class/series terms require article authority and a filed amendment before issuance (§§ 16-10a-202(1)-(2), -601 to -602)
Initial-director names/addresses are optional. Each incorporator's name/address is mandatory; the formation statute does not require officers or owners in the articles (§ 16-10a-202(1)-(2))
May add lawful governance and power limits, par value, specified shareholder debt liability, initial directors, and provisions otherwise permitted in articles or bylaws; terms cannot conflict with law (§ 16-10a-202(2), (6))
Online UtahID formation flow; $59. Current statute requires an exact/conformed copy and return address with a delivered filing. Agent consent is affirmed, not separately attached. Effective on filing or a stated later time/date up to 90 days (§§ 16-10a-120(10)-(12), -123, -203; Division pages)
No formation publication or separately timed initial report in the complete current chapter or Division formation flow; ordinary annual reporting is a later recurring obligation
Named initial directors may organize; otherwise incorporators may meet to elect directors/officers, adopt or amend bylaws, and finish organization. Incorporators may act by unanimous written consent; board, incorporators, or shareholders may adopt initial bylaws (§§ 16-10a-205 to -206)
Vermont verified 2026-08-14
Vermont Business Corporation Act, Title 11A; deliver Articles of Incorporation to the Secretary of State (§§ 2.01-.03)
One or more natural persons of majority age; every incorporator's name/address is stated, and an incorporator signs with name/capacity before formation; no seal, attestation, acknowledgment, verification, or proof required (§§ 1.20, 2.01-.02)
Name needs corporation/incorporated/company/limited or allowed abbreviation; any-lawful-business and perpetual-duration defaults apply (§§ 3.01-.02, 4.01)
Initial registered-office street address plus agent name/email; agent supplies Vermont address information, the agent's business office matches the registered office, and designation attests consent (§ 2.02(a)(4); § 5.01; 11 V.S.A. § 1655)
State total authorized shares, classes and each class count, plus unlimited-voting and dissolution-asset classes; multiple classes need designations and rights before issuance; par value optional (§§ 2.02, 6.01-.02)
Incorporator names/addresses public; initial directors and other principals optional; no general owner or officer list in the articles (§ 2.02(a)(5), (b)(1))
May add lawful purpose, governance, power, share-right, par-value, shareholder-liability, bylaw, and limited director-liability terms subject to statutory limits (§ 2.02(b))
$155; Online Business Service Center, with paper forms by request; one exact/conformed copy accompanies a paper filing; existence begins on certificate issuance or a delayed date no more than 90 days after filing (§§ 1.20, 1.22-.23, 2.03; SOS)
No separate formation publication or initial report; first $60 annual report is due within 2.5 months after the first fiscal-year end and lists agent, principal office, directors, and policy officers (§§ 1.22, 16.22)
Named initial directors organize; otherwise incorporators elect directors or a board; incorporators may use unanimous written consent, and initial bylaws are mandatory (§§ 2.05-.06)
Virginia verified 2026-08-14
Virginia Stock Corporation Act; file articles of incorporation with the State Corporation Commission (Form SCC619 or CIS)
One or more persons; incorporator signs and delivers articles; signer states name and capacity; no seal, acknowledgment or verification required (Va. Code §§ 13.1-604, 13.1-618)
Distinguishable corporate-designator name; lawful-purpose default; perpetual unless articles say otherwise (Va. Code §§ 13.1-626, 13.1-627, 13.1-630)
Initial agent, qualification, complete Virginia registered-office address and city/county; principal office optional on Form SCC619 (Va. Code § 13.1-619)
Authorized total; multiple-class/series counts and designations, with terms before issuance; par value optional (Va. Code §§ 13.1-619, 13.1-638)
Initial directors and addresses optional, unless an individual agent qualifies as an initial director; no officer, owner or incorporator address required in statutory article fields (Va. Code § 13.1-619; Form SCC619)
May address purpose, management, powers, par value, preemptive rights, shareholder liability, bylaw terms and business opportunities, subject to law and officer-approval limits (Va. Code § 13.1-619(B))
Online or paper; $25 filing fee plus $50 per 25,000 shares/fraction through 1 million ($2,500 charter fee above); certificate issuance or stated time within 15 days (Va. Code §§ 13.1-606, 13.1-615.1, 13.1-616)
No publication or immediate initial report; first annual report due by last day of 12th month after incorporation month (Va. Code § 13.1-775)
Named directors organize; otherwise incorporators elect a board; meeting or unanimous written consent; adopt bylaws and appoint board-defined officers (Va. Code §§ 13.1-623, 13.1-624, 13.1-693)
Washington verified 2026-08-14
Washington Business Corporation Act; file articles of incorporation with the Secretary of State (RCW §§ 23B.02.010-.020)
One or more persons may incorporate; each incorporator supplies name, address and signature; signer states name/capacity; no seal, acknowledgment or verification (RCW §§ 23B.02.010, 23.95.200)
Corporate designator and restricted-word rules; lawful-business purpose and perpetual duration by default (RCW §§ 23.95.305, 23B.03.010-.020)
Initial agent name/address; noncommercial agent uses a Washington street address; prior written consent filed with first appointment; principal office belongs in the initial report (RCW §§ 23B.02.020, 23.95.415, 23.95.255)
Current form requires at least 1 authorized share; articles prescribe class counts and multi-class rights; par value optional; board-set class/series terms require pre-issuance amendment (RCW §§ 23B.02.020, 23B.06.010-.020)
Every incorporator's name/address appears in articles; initial directors may be named; initial report later discloses directors, principal office, business nature and UBI (RCW §§ 23B.02.020, 23.95.105, 23.95.255)
May add initial directors, par value, purpose, management/power, bylaw, director-liability, indemnification and business-opportunity provisions within statutory limits (RCW § 23B.02.020)
Online or paper; $180 base fee plus online processing fee; registered-agent consent required; existence on filing or delayed up to 90 days (RCW §§ 23B.02.030, 23.95.210, 23.95.415)
No formation publication step identified; initial report due within 120 days, free with formation or $10 separately (RCW §§ 23B.02.050, 23.95.255)
Named directors organize; otherwise incorporators elect directors; unanimous consent routes; adopt bylaws and appoint bylaws/board-defined officers (RCW §§ 23B.02.050-.060, 23B.08.210, 23B.08.400)
West Virginia verified 2026-08-14
West Virginia Business Corporation Act; file articles of incorporation with the Secretary of State (W. Va. Code §§ 31D-1-101, 31D-2-201 to -203)
One or more persons; an incorporator signs before formation and states name and capacity. Seal, attestation, acknowledgment, and verification are optional; knowing material falsity is a misdemeanor (§§ 31D-1-120, -129; 31D-2-201)
Name needs an allowed corporate designator and must be distinguishable; articles state a purpose, while lawful-business and perpetual-duration defaults apply unless limited (§§ 31D-2-202, 31D-3-301 to -302, 31D-4-401)
Articles state principal-office mailing address and an email unless technically impossible. Registered office and agent are optional; current CD-1 also asks principal street/county and any WV business address (§§ 31D-2-202, 31D-5-501; CD-1)
State authorized shares and par value per share or that all shares have no par value; multiple classes require counts, designations, and preferences/limits/rights before issuance (§§ 31D-2-202, 31D-6-601 to -602)
Each incorporator's name/address required; initial directors optional. CD-1 additionally asks purpose, principal locations, email, optional website/agent, acreage, and business-count screening; no owner or officer list in ordinary articles
May add lawful management/power, bylaw, shareholder-liability, director-liability, and indemnification terms, subject to express fiduciary, bad-faith, unlawful-distribution, improper-benefit, and criminal-law limits (§ 31D-2-202(b))
$100 base; One Stop online filing adds $1, while paper CD-1 requires one original. Effective on filing or delayed up to 90 days; form-specific attachments and excess-acreage fee apply when triggered (§§ 31D-1-123, 59-1-2; CD-1)
No formation publication or separate initial report. First $25 annual report is due by June 30 following the registration year; biennial election becomes available after 5 consecutive timely annual reports (§ 59-1-2a; CD-1)
Named initial directors organize; otherwise incorporators elect directors and may use unanimous written consent. Organization appoints officers, adopts bylaws, and handles other business (§§ 31D-2-204 to -205, 31D-8-840)
Wisconsin verified 2026-08-14
Wisconsin Business Corporation Law, ch. 180; file articles of incorporation with the Department of Financial Institutions (§§ 180.0202-.0203)
One or more persons may incorporate; an incorporator signs with name and capacity; manual, facsimile, conformed, or electronic signature allowed, and no acknowledgment/proof is required (§§ 180.0103(16), 180.0120(3), 180.0201; Form 2)
Name needs corporation/incorporated/company/limited or corp./inc./co./ltd.; lawful-business and perpetual-duration defaults apply (§§ 180.0301-.0302, 180.0401)
Initial agent name and email, physical Wisconsin street registered office, and each incorporator's name/address; paper form also asks drafter and filing-contact details (§§ 180.0202(1)(h)-(i), 180.0501; Form 2)
Some authorized shares required; multiple classes/series need designations, counts, preferences, limits, and relative rights before issuance; par value is optional (§§ 180.0202, 180.0601; online directions)
Initial director names/addresses are optional; required public formation fields include incorporators, agent email, office, and shares, but not officers or owners (§ 180.0202; Form 2)
May add initial directors, purpose, management and power limits, par value, board class/series authority, preemptive-right terms, and lawful bylaw provisions (§ 180.0202(2))
$100 online or by paper Form 2; no separate agent-consent attachment; effective on receipt at the stated time or close of business, or delayed up to 90 days (§§ 180.0122-.0123; Form 2)
No formation-stage report or publication; the recurring annual report begins in the year after formation (Form 2)
Named initial directors organize; otherwise incorporators elect directors or complete organization, with unanimous written-consent routes; incorporators, directors, or shareholders may adopt initial bylaws (§§ 180.0205-.0206, 180.0821, 180.0840)
Wyoming verified 2026-08-14
Wyoming Business Corporation Act, W.S. ch. 17-16; deliver Articles of Incorporation to the Secretary of State (§ 17-16-101; §§ 17-16-201 to 17-16-203)
One or more persons may incorporate; list every incorporator's name/address; current form requires all incorporators to sign/date and print names, with no seal, attestation, acknowledgment, verification, or proof (§§ 17-16-120, -201, -202; SOS form)
Name must be distinguishable and not imply an unauthorized purpose; § 17-16-401 requires no corporate designator; lawful-purpose and perpetual-duration defaults apply (§§ 17-16-301-.302, -401)
Initial agent and Wyoming street registered office; agent's signed consent attached. Current form also requires corporation mailing/principal-office addresses, contact email, electronic-service consent, and agent email/mailing information (§ 17-16-202; §§ 17-28-101, -104; SOS form)
State authorized shares, which may be unlimited; classes/series need counts and, for more than one, designations and terms before issuance; voting and dissolution-asset classes required; par value optional (§§ 17-16-202, -601 to -602)
Every incorporator and address public; initial directors optional; no owner/officer list in articles. Form publishes corporation addresses, agent details, electronic-service certification, signatures, and contact information (§ 17-16-202; SOS form/guide)
May add lawful purpose, governance, power, par-value, shareholder-liability, bylaw, director-liability, and indemnification provisions subject to stated limits; close-corporation election is a separate optional form choice (§ 17-16-202(b); SOS form)
$100 through WyoBiz or by paper; signed agent consent mandatory; online processing adds 2.4% with $1 minimum; effective on filing or delayed no more than 90 days (§§ 17-16-123, -202-.203; SOS)
No formation publication; give specified director/officer, contact, and agency information to the agent within 60 days. First annual report and ≥$60 license tax due first day of first anniversary month (§ 17-16-205(d), § 17-16-1630; §§ 17-28-104, -107; SOS)
Named initial directors organize; otherwise incorporators elect directors or a board and may use unanimous written consent. Initial bylaws mandatory, with statutory defaults if omitted (§ 17-16-205; § 17-16-206)

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