How to Start a Corporation in Michigan

You can open a Michigan corporation by filing the Articles of Incorporation with the Michigan Department of Licensing and Regulatory Affairs, creating corporate bylaws, and choosing your initial director(s).

We’ll show you how to start a corporation in Michigan yourself.

Or, simply use a professional service:

Northwest ($29 + state fee)

Forming a Corporation in Michigan Is Easy

Step 1: Name Your Michigan 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 Michigan Corporation

Choosing a business name is the first step in starting a corporation. 

1. Michigan naming guidelines:

• Your name must contain the word “corporation,” “company,” “incorporated,” “limited” or an abbreviation of one of these terms.
• Your name must be distinguishable from any existing business in your state. This includes reserved names.
• Your name cannot imply that the corporation is organized for any purpose other than the one outlined in its articles of incorporation.
• Your name cannot use the words “bank,” “industrial bank,” “deposit,” “surety,” “security,” “trust,” or “trust company” or imply that the corporation is a banking, insurance, surety, or trust company without approval.
• Michigan has a long list of other restricted words that may require approval for your corporation to use in its name. The full list is provided by Michigan’s Department of Licensing and Regulatory Affairs.

Read the Michigan state statute regarding corporation naming guidelines for more information.

 2. Is my corporation name available in Michigan?

Your Michigan corporation name must be unique and distinguishable from other business names in Michigan. Use the Michigan LARA Business Entity Database to determine if your desired business name is available.

3. Is the URL available?

Before registering your Michigan 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 a Michigan Registered Agent

You must appoint a Michigan resident agent, also known as a registered agent, when you register your corporation with the Department of Licensing and Regulatory Affairs.

A registered agent is an individual or entity that has been 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 Michigan resident 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 Michigan corporation until the first shareholders’ 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.

In Michigan, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class or series. You must indicate whether the share classes are common or preferred.

Common Stock vs. Preferred Stock

Common stock gives its shareholder voting rights whereas preferred stock does not. When it comes to company assets, preferred stockholders are paid before common stockholders.

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 Michigan Articles of Incorporation

You will need to file the Michigan Articles of Incorporation to set up a corporation in Michigan. You can file it by mail, in person, or online with the Michigan Department of Licensing and Regulatory Affairs. 

This document will cover the basics of your corporation, including:

• Corporate name and statement of purpose
• Corporate resident agent name and street address
• The number of authorized shares the corporation is allowed to issue
• The relative rights, preferences, and limitations of each share class
• Incorporator(s) name(s) and address(es)

In Michigan, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class or series. You must indicate whether the share classes are common or preferred.

Common stock gives its shareholder voting rights whereas preferred stock does not. When it comes to company assets, preferred stockholders are paid before common stockholders.

Filing Fee
The filing fee depends on the number of authorized shares the corporation plans to issue. There is a flat fee of $10 plus:

• 1-60,000 shares: $50
• 60,001-1,000,000 shares: $100
• 1,000,001-5,000,000 shares: $300
• 5,000,001-10,000,000 shares: $500
• More than 10,000,000 shares: $500 for first 10,000,000 plus $1,000 for each additional 10,000,000 or portion thereof

File the Michigan Articles of Incorporation

Option 1: File Online With LARA Corporations Online Filing System

- OR -

Option 2: File the Articles of Incorporation by Mail or In Person

Filing Cost: $10+

Mailing Address:
Michigan Department of Licensing and Regulatory Affairs
Corporations, Securities & Commercial Licensing Bureau
Corporations Division
P.O. Box 30054
Lansing, MI 48909

Office Address:
Michigan Department of Licensing and Regulatory Affairs
Corporations Division
2501 Woodlake Circle
Okemos, MI 48864

Step 5: Get an EIN for Your Michigan 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

Apply Online

- OR -

Option 2: Apply for an EIN by Mail or Fax

Download Form

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

Michigan 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:

Michigan Sales Tax

If you’re selling a product, you’ll typically need to register for a seller's permit through the Michigan Department of Treasury's website. This allows a business to collect sales tax.

Michigan Employer Taxes

If you hire employees, you will need to register for Michigan employer taxes through the Michigan Department of Treasury's website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.

Michigan Corporation Licenses and Permits

To operate your corporation in Michigan, 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 Michigan Business License guide.

File the Michigan Corporate Annual Report

You must file the Michigan Corporation Annual Report by May 15 each year following incorporation. You can file online using Michigan's LARA website. After logging into the site, select either Annual Report with Changes or Annual Report With No Changes from the list of forms. The filing fee is $25.

Corporate Dissolution & Michigan Good Standing

How to Get a Michigan Certificate of Good Standing

A Certificate of Good Standing verifies that your Michigan corporation was legally formed and has been properly maintained. 

You can request a Certificate of Good Standing online, by mail, by phone, or in person. If you make your request by mail, you must file the Certification and Copies Request form. The filing fee is $10 for online, mail, and phone requests, but $12.50 for requests made in person.

Request a Michigan Certificate of Good Standing

Option 1: Request a Certificate Online With LARA Corporations Online Filing System

- OR -

Option 2: Request a Certificate by Mail, by Phone, or In Person

Fee: $10 online, by mail, or by phone; $12.50 in person

Mailing Address:
LARA, Corporations Division
P.O. Box 30054
Lansing, MI 48909

Office Address:
Corporations Division 
2501 Woodlake Circle
Okemos, MI 48864

Phone: (517) 241-6470

How to Dissolve a Corporation in Michigan

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 Michigan corporation:

• Stop doing business
• Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
• File the Certificate of Dissolution with the Michigan Department of Licensing and Regulatory Affairs
• Close your federal and state business tax accounts with the IRS and Michigan Department of Treasury and receive tax clearance (if applicable)
• Close your business bank accounts

File Dissolution Documents

Michigan corporations have two options for filing dissolution documents: one for corporations that already commenced business or issued shares and one for corporations that have yet to commence business or issue shares. 

Your corporation also must file a Notice of Change or Discontinuance (Form 163) with the Michigan Department of Treasury.

Within 60 days after submitting the Certificate of Dissolution, your corporation should request a Tax Clearance Certificate from the Michigan Department of Treasury to verify that all taxes have been paid.

Certificate of Dissolution (Form CSCL/CD-530)
If your corporation has yet to commence business or issue shares, you must file the Certificate of Dissolution (Form CSCL/CD-530). A tax clearance from the Michigan Department of Treasury is not required for this form of dissolution. The filing fee is $10.

Certificate of Dissolution (Form CSCL/CD-531)
If your corporation already issued shares or commenced business, you must file the Certificate of Dissolution (Form CSCL/CD-531). The filing fee is $10.

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.

LLC vs. Corporation | Form an LLC

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

Michigan Corporation FAQ

Michigan Corporation Quick Links

Michigan Corporation Forms

Michigan Corporations Online Filing System

Michigan Corporation Statutes