Start a North Dakota Corporation
ND Incorporation Basics
- Incorporation Form: North Dakota Business or Farming Corporation Articles of Incorporation
- File With: North Dakota Secretary of State Business Registration Unit
- The Fee: $100
- How to File: Mail, In Person, Fax
How to Form a North Dakota Corporation
Steps to Completing North Dakota Articles of Incorporation
To incorporate in North Dakota, you file Articles of Incorporation with the Secretary of State’s Business Registration Unit. Articles of Incorporation include the following information:
- Name of Corporation (Box 1A)The name of your corporation must include one of the following designators: Company, Corporation, Incorporated, Limited, Co., Corp., Inc. or Ltd.You cannot register a name that is already in use in North Dakota. To see if your company name is available, you should do a Business Records Search.
- Address of Principal Executive Office (Box 1B)The Principal Executive Office address of your corporation must be a physical street address. It cannot be a PO box. If your corporation does not maintain a physical office, you must list the physical address of one of your corporate officers.
- North Dakota Registered Agent (Box 2A/2B/2C)A ND registered agent accepts service of process (notice of a lawsuit) on behalf of your corporation. In North Dakota, there are both Commercial Registered Agents (who have registered with the /Secretary of State and are listed on the SOS website) and Noncommercial Registered Agents. Both provide the same service and fufill the same duties.
- Effective Date (Box 3)Your corporation can officially incorporate at one of two times: the date you file with the Secretary of State; or a later date specified in this section. If you choose a later date, it cannot be more than 90 days after the date of your filing.
- Corporate Purpose (Box 4)List the purpose of your corporation. You may incorporate for any lawful purpose. If your business purpose (or any other aspect of your Articles of Incorporation) appears suspicious, the Secretary of State may reject your filing.
- Shares of Stock (Box 5A/5B/5C)When you form a corporation, you designate ownership by authorizing and issuing shares of stock to your shareholders.In Box 5A, list the Aggregate Number of Shares. This is the total number of shares you are authorizing to be created. Authorized shares are not yet owned by any shareholder. They must be issued at the first annual shareholder meeting. Authorized shares can be thought of as the Whole Pie, from which you will issue different amounts of shares (with each shareholder getting their own Slice of the Pie).In Box 5B, list the Par Value of your shares. Par Value is not the actual value. Par Value is the lowest possible value at which your shares can be sold.In Box 5C, list the different Classes of stock, the number of shares in each class, and the Par Value of each Class. Generally, there are two classes of stock: Common and Preferred. Most corporations issue only one class: Common Stock. If you intend to issue more than one class, you will later need to determine what rights and priveleges are associated with each Class.
- Name and Address of Incorporators (Box 7)The incorporator is an individual who has prepared and filed the Articles of Incorporation. You must list the complete mailing address of each incorporator.
Filing with the North Dakota Secretary of State
Once you have completed your Articles of Incorporation, you will file the form with the Secretary of State’s Business Registration Unit. You can file by Mail, In Person or by Fax.
Fax Number: 701-328-2992
Business Registration Unit
Secretary of State
State of North Dakota
600 E Boulevard Ave Dept 108
Bismarck, ND 58505-0500
If faxing your filing, fill out the Credit Card Payment Authorization form, which is attached at the bottom of the Articles.
If mailing a check, make it payable to “Secretary of State.”
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