How to Start a Corporation in Idaho
To establish your company as an Idaho corporation, only a few simple steps are necessary.
First, you must submit your Articles of Incorporation to the Idaho Secretary of State, draft corporate bylaws, and select your company’s initial director.
We’ll show you how to start a corporation in Idaho yourself.
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Step 1: Name Your Idaho Corporation
Step 2: Choose a Registered Agent
Step 3: Hold an Organizational Meeting
Step 4: File the Articles of Incorporation
Step 5: Get an EIN
For a look at corporation formation in every state, check out our other How to Start a Corporation guides.
Not sure if a corporation is right for you? Check out our LLC vs. Corporation guide to help you make your decision.
Step 1: Name Your Idaho Corporation
Choosing a business name is the first step in starting a corporation.
1. Idaho naming guidelines:
- There are a number of restricted words that cannot be included in your name without approval (e.g., “bank”).
- If the corporation is a professional entity, the name may contain the words "chartered," "professional association," or "professional corporation," or a suitable abbreviation (e.g., P.A., P.C., CHTD, etc.).
- No language that infers some connection or affiliation with a branch of government can be included in your corporation’s name.
- Only names that are sufficiently different from those belonging to existing businesses included on the Secretary of State’s records are able to be approved.
- The names of corporations are required to use one of the following terms: incorporated, corporation, limited, company (or any of their abbreviated forms).
Read the Idaho state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in Idaho?
Your Idaho corporation name must be unique and distinguishable from other business names in Idaho. Use the Idaho Secretary of State’s Business Search Portal to determine if your desired business name is available.
3. Is the URL available?
Before registering your Idaho corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.
Step 2: Choose an Idaho Registered Agent
You must appoint an Idaho registered agent when registering your corporation with the Secretary of State.
A registered agent is an individual or entity appointed to receive service of process, government correspondence, and compliance documents on behalf of a business.
Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your Idaho registered agent as long as the person:
- is 18 years or older
- has a physical address in the state where business activity is conducted
- is available (in person) during normal business hours
Recommended: Northwest offers one year of free registered agent services with their corporation formation package ($29 + State Fees).
Step 3: Hold an Organizational Meeting
Before you officially file the Articles of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:
- Fill out and execute the Articles of Incorporation
- Create and approve bylaws
- Select your initial director(s)
- Determine your share structure
- Execute an Incorporator’s Statement
Create and Approve Corporate Bylaws
Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.
Appoint Initial Directors
You must appoint at least one director who will oversee your Idaho corporation until the first shareholder meeting.
A corporate director is in charge of the adoption, amendment, and repeal of operational bylaws as well as the election, supervision, and removal of officers.
After forming the corporation, the incorporator(s) — or initial director(s), if named on the formation documents — should call an organizational meeting. During this initial meeting, either the incorporator(s) will elect the board of directors or the initial director(s) will appoint the officers.
Choose a Share Structure and Strategy
A share of stock is the unit of ownership of a corporation. Each share of stock represents a percentage of ownership of the company. For example, if a corporation issues one share of stock the shareholder (stock owner) would then own 100% of the corporation.
Shares can be structured into classes. Each class, termed a share class, holds different rights and privileges. You can have multiple classes and each class can hold any number of shares.
Authorized Shares: the number of shares the corporation is allowed to issue.
Issued Shares: the total number of shares actually issued to shareholders.
Share Class: a group of shares that has a unique set of rights and privileges.
The Articles of Incorporation form issued by the Idaho Secretary of State can only be used to start a corporation with one share class. If the corporation needs a multiple share class structure, you must compose your own Articles of Incorporation.
Create and Execute an Incorporator’s Statement
The incorporator(s) should sign an Incorporator’s Statement with complete names and addresses of each initial director and store it in the corporate records book.
This document names the initial director(s) that will serve until the board of directors is elected during the first shareholder’s meeting. It should be stored with the rest of your corporate records.
Step 4: File the Idaho Articles of Incorporation
You will need to file the Idaho Articles of Incorporation to set up a corporation in Idaho. You can file online, by mail, or in person with the Idaho Secretary of State. The filing cost is $100, plus an additional $20 manual processing fee for hard-copy filings.
This document will cover the basics of your corporation, including:
- Corporate name and mailing address
- Corporate registered agent name and address
- The number of authorized shares the corporation is allowed to issue
- Incorporator name and address
The Articles of Incorporation form issued by the Idaho Secretary of State can only be used to start a corporation with one share class. If the corporation needs a multiple share class structure, you must compose your own Articles of Incorporation.
File the Idaho Articles of Incorporation
Option 1: File Online With the Idaho Secretary of State
File Online- OR -
Option 2: File the Articles of Incorporation by Mail or In Person
Download FormFiling Cost: $100 online; $120 hard copy
Mailing Address:
Idaho Secretary of State
P.O. Box 83720
Boise, ID 83270-0080
Office Address:
Idaho Secretary of State
450 N 4th St.
Boise, ID 83270-0080
Note: If you are submitting a paper copy, you must submit two copies—the original form plus a duplicate.
Step 5: Get an EIN for Your Idaho Corporation
An Employer Identification Number (EIN) is used by the federal government to identify a business entity. It is essentially a Social Security number for the company. An EIN is needed:
- To open a bank account for the company
- For federal and state tax purposes
- To hire employees
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Fee: Free
Running Your Corporation
It is very important to adhere to the formalities of running a corporation. Read our How to Run a Corporation guide to learn more.
Taxes, Annual Reports, & Licensing
Idaho State Corporation Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax:
Idaho Sales Tax
If you’re selling a product, you’ll typically need to register for a seller's permit through the Idaho State Tax Commission website. This allows a business to collect sales tax.
Idaho Employer Taxes
If you hire employees, you will need to register for Idaho employer taxes through the Idaho State Tax Commission website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Idaho Corporation Licenses and Permits
To operate your corporation in Idaho, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Learn more in our Idaho Business License guide.
File the Idaho Annual Report
You must file the Idaho corporate annual report each year with the Secretary of State by the last day of the corporation’s registration anniversary month. You can file the report on Idaho’s SOSBIZ website. You will need to create an account to access the site.
Corporate Dissolution & Idaho Good Standing
How to Get an Idaho Certificate of Good Standing
A Certificate of Good Standing, known in Idaho as a Certificate of Existence, verifies that your Idaho corporation was legally formed and has been properly maintained.
You can request a Certificate of Existence online using Idaho’s SOSBIZ website. You will need to create an account to access the website and then search for your corporation’s name to request a certificate. You also can request a certificate by mail. The fee is $10.
Request a Certificate of Existence
Option 1: Request a Certificate from the Idaho Secretary of State
Request Online- OR -
Option 2: Request a Certificate By Mail
Download FormFiling Cost: $10
How to Dissolve a Corporation in Idaho
If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.
There are five main steps to close your Idaho corporation:
- Stop doing business
- Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
- File the Articles of Dissolution with the Idaho Secretary of State
- Close your federal and state business tax accounts with the IRS and Idaho State Tax Commission
- Close your business bank accounts
File Dissolution Documents
There are two options for filing dissolution documents for an Idaho corporation: articles of dissolution and articles of dissolution prior to issuing shares or commencing business.
Articles of Dissolution
If your corporation already issued shares and/or commenced business, you must file the Articles of Dissolution form. While there is no filing fee, Idaho charges a $20 manual processing fee.
Articles of Dissolution (Prior to Issuing Shares or Commencing Business)
If your corporation has not yet issued shares or commenced business, you must file the Articles of Dissolution (prior to issuing shares or commencing business) form. While there is no filing fee, Idaho charges a $20 manual processing fee.
Is a Corporation Right For You?
An LLC provides limited liability protection without corporate complexity.
Find out if an LLC is the right structure for you.
Steps After Forming a Corporation
After forming a corporation, you’ll want to protect your personal and business assets and build credit.
Taking these steps will set your business up for success:
- Open a Business Bank Account
- Open a Business Credit Card
- Establish and Build Business Credit
- Get Insurance
- Protect Your Corporate Veil
Form a Corporation with Northwest for $29 Plus State Fees
Idaho Corporation FAQ
Filing the Idaho Articles of Incorporation – the document that officially creates your corporation – with the Secretary of State will cost you $100 (plus a $20 processing fee if a hard copy is filed).
If you decide to contract a professional registered agent service, this will further increase the startup cost.
Our Who Can be a Registered Agent article explores this topic in greater detail.
Big distinctions lie between LLCs and corporations in the areas of taxes, management regulations, and cost.
Corporations are often costlier to start and more complicated to run, due to the formalities involved. Whereas LLCs benefit from favorable taxation and greater managerial flexibility.
These differences between LLCs and corporations are explored further in our LLC vs Corporation article.
The Idaho Secretary of State website claims they have a 7 to 10 day turnaround time on corporation documents.
If you elect to pay extra for expedited service, this can be completed in as few as eight hours.
Once you have set up your corporation, make sure to refer to our How to Run a Corporation article.
While by no means a complicated process, starting a corporation can be more taxing than starting an LLC – particularly in terms of time, effort, and money.
The primary steps of this process involve finding an appropriate name, selecting a registered agent, holding an organizational meeting, and filing the Articles of Organization.
Refer to our How to Start a Corporation in Idaho article for a better look at these steps.
Although starting an LLC may not necessarily be simpler than starting a corporation, it's certainly more manageable and less demanding to run.
The main reasons for this are because LLCs are more flexible, less formal, and are not taxed twice (as a result of their pass-through taxation status).
Our Forming an LLC article provides some insight into the steps needed to start an LLC.