District of Columbia: Business Corporation Formation Filing Requirements

Requirements one by one

The articles combine charter fields with public ownership information

D.C. Code § 29-302.01 and § 29-302.02 require Articles of Incorporation stating the
corporate name, authorized shares, registered-agent information, and every
incorporator's name and address. Initial directors are optional. Under the
general filing rule in § 29-102.01, the filing also identifies each person whose
direct or indirect ownership exceeds 10 percent and any lower-percentage person
who controls financial or operational decisions or can direct daily operations.

Form DBU-1 directs every listed incorporator to sign and date the articles. The
general rule permits an authorized agent to sign and requires the signer's name
and capacity, but no seal, attestation, acknowledgment, or verification.

Purpose and duration use statutory defaults

The name uses “corporation,” “incorporated,” “company,” “limited,” an allowed
abbreviation, or a similar foreign-language term under § 29-103.02. A purpose
clause is optional because § 29-303.01 supplies the purpose of engaging in any
lawful business. Section 29-303.02 supplies perpetual duration unless the
articles provide otherwise.

The agent may be commercial or noncommercial. D.C. Code §§ 29-104.03 and
29-104.04 require the applicable name or internal position and D.C. street and
mailing address information. Designating a named agent affirms that the agent
consented; the ordinary articles do not require a separate consent attachment.

Shares determine both charter detail and the filing fee

The articles state the authorized-share number. Under § 29-304.01, multiple
classes or series require their counts, designations, preferences, rights, and
limitations. Section 29-304.02 permits board-determined class or series terms
only when the articles authorize that route and requires articles of amendment
before those shares issue.

Par value is optional under § 29-302.02(b)(2)(D), but Form DBU-1 asks for it
because the fee is based on authorized capital. If no value is stated, the form
treats each share as worth $1 for fee purposes. The current fee schedule is:

• up to $100,000 authorized capital: $99;
• $100,000 through $500,000: $550;
• $500,001 through $1,000,000: $1,100; and
• at least $1,000,001: $1,650.

BOSS is the current online route

DLCP's current page directs online filers to BOSS, formerly CorpOnline.
DBU-1 may also be filed by mail or walk-in. The current ordinary form and agency
page identify no separate attachment beyond any extra pages needed for the
articles. Walk-in service carries a separate expedited charge.

Under §§ 29-102.03 and 29-302.03, existence begins when the articles are filed
unless a delayed effective date is stated. A delayed date and time may be no
more than 90 days after filing; a delayed date without a time takes effect at
12:01 a.m.

Organization follows the filing

If initial directors are named, § 29-302.05 directs them to organize by
appointing officers, adopting bylaws, and handling other business. If none are
named, the incorporators elect directors and finish organization or elect a
board that will do so. Incorporators may use written consents signed by every
incorporator instead of a meeting. Section 29-302.06 makes initial bylaws
mandatory.

What trips people up

The first biennial report can arrive quickly after a late-year formation.
Section 29-102.11 makes it due by April 1 after the calendar year in which the
articles became effective, and the current fee is $300. For example,
articles effective December 31, 2026 produce an April 1, 2027 deadline; a valid
January 2027 delayed effective date moves the first report to April 1, 2028.

No newspaper publication or proof-of-publication filing applies to this
ordinary business-corporation formation.

Common questions

Must D.C. articles state a business purpose?

No. The statutory default is any lawful business. A narrower purpose may be
added as an optional provision.

Must the articles list initial directors?

No. Their names and addresses are optional. The separate ownership-or-control
disclosure still applies to any person meeting § 29-102.01's thresholds.

Is the filing fee always $99?

No. $99 is the lowest authorized-capital tier. The current schedule increases
to $550, $1,100, or $1,650 as authorized capital rises.

Statutes and sources

• D.C. Code §§ 29-102.01, 29-102.03, 29-102.11, 29-103.02,
  29-104.03-.04, 29-302.01-.06, 29-303.01-.02, and 29-304.01-.02 — filing,
  public ownership, name, agent, articles, shares, effectiveness, organization,
  bylaws, and first report. Current official D.C. Law Library text, accessed
  August 14, 2026.
• DLCP Form DBU-1, version 8 — current paper articles fields and
  par-value fee instruction, accessed August 14, 2026.
• DLCP Business Corporation fee schedule — authorized-capital filing tiers
  and $300 biennial report, accessed August 14, 2026.
• DLCP domestic for-profit corporation registration page — current BOSS,
  mail, and walk-in routes and report cadence, accessed August 14, 2026.