How to Start a Corporation in New Mexico

Starting a New Mexico corporation should be considered if you are interested in attracting private investors and/or venture capitalists.

In order to get started, you will need to file the Articles of Incorporation with the New Mexico Secretary of State (a registered agent is needed).

You will also need to draft your corporation’s bylaws and appoint its initial director(s), which can be done through an organizational meeting.

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

Or, simply use a professional service:

Northwest ($29 + state fee)

Forming a Corporation in New Mexico is Easy

Step 1: Name Your New Mexico Corporation
Step 2: Choose a Registered Agent
Step 3: Hold an Organizational Meeting
Step 4: File the Articles of Incorporation
Step 5: File the New Mexico Initial Report
Step 6: 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 New Mexico Corporation

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

1. New Mexico naming guidelines:

All corporate names in New Mexico:

• Must contain the word “corporation”, “company”, or “incorporated”, although a suitable abbreviation can be used instead (e.g., corp, co, inc, etc.).  
• Cannot imply or state that the corporation is organized for a purpose other than the one that is outlined in its Articles of Incorporation.
• Cannot be the same as or confusingly similar to any existing business in the state. This includes reserved names and foreign corporations that are registered to transact business in New Mexico. 
• Cannot contain discriminatory, offensive, or threatening language. This includes words or phrases that describe sexual acts, as well as racial slurs. 
• Cannot state or imply that the corporation is affiliated with a government or state agency, nor its political subdivisions unless prior authorization is given.

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

 2. Is my corporation name available in New Mexico?

Your New Mexico corporation name must be unique and distinguishable from other business names in New Mexico. Use the New Mexico Secretary of State’s Business Search Portal to determine if your desired business name is available.

3. Is the URL available?

Before registering your New Mexico 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 New Mexico Registered Agent

You must appoint a New Mexico registered agent when registering your corporation with the New Mexico 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 New Mexico 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 New Mexico 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 New Mexico 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 either attach a schedule to the form or 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 meeting. It should be stored with the rest of your corporate records.

Step 4: File the New Mexico Articles of Incorporation

You will need to file the New Mexico Articles of Incorporation to set up a corporation in New Mexico. You can file it by mail or in person with the New Mexico Secretary of State. The filing cost is $100 for the first 100,000 shares. The fee increases by $1 per 1,000 shares with a maximum fee of $1,000. 

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

• Corporate name, street address, and statement of purpose
• Corporate registered agent name and street address
• The number of authorized shares the corporation is allowed to issue
• Corporation duration
• Corporate director(s) name(s) and address(es)
• Incorporator(s) name(s) and address(es)

The Articles of Incorporation form issued by the New Mexico 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 either attach a schedule to the form or compose your own Articles of Incorporation.

File the New Mexico Articles of Incorporation

File the Articles of Incorporation by Mail or In Person

Filing Cost: $100 to $1,000

Filing Address:
New Mexico Secretary of State
Business Services Division
325 Don Gaspar, Suite 300
Santa Fe, NM 87501

Step 5: File the New Mexico Initial Report

You must file the New Mexico Corporate Initial Report within 30 days of receiving your certificate of incorporation. This can be done online through the New Mexico Secretary of State’s online business portal. You must create an account, log in, and select “Initial Report” from the “Corporations” section on the menu. The filing fee is $25.

Step 6: Get an EIN for Your New Mexico 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, Biennial Reports, & Licensing

New Mexico 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:

New Mexico Sales Tax

If you’re selling a product, you’ll typically need to register for a seller's permit through the New Mexico Taxation & Revenue website. This allows a business to collect sales tax.

New Mexico Employer Taxes

If you hire employees, you will need to register for New Mexico employer taxes through the New Mexico Taxation & Revenue’s website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.

New Mexico Corporation Licenses and Permits

To operate your corporation in New Mexico, 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 New Mexico Business License guide.

File the New Mexico Corporate Biennial Report

You must file the New Mexico Corporate Biennial Report every two years by the 15th day of the fourth month following the end of your corporation’s tax year. You must complete this filing online with the Secretary of State. The filing fee is $25.

Corporate Dissolution & New Mexico Good Standing

How to Get a New Mexico Certificate of Good Standing

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

You can order a Certificate of Good Standing online with the New Mexico Secretary of State. You must create an account to log in to the business portal. The fee is $50.

Order a Certificate of Good Standing

Request a Certificate With the New Mexico SOS Business Portal

Fee: $50

How to Dissolve a Corporation in New Mexico

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 seven main steps to close your New Mexico corporation:

• Stop doing business
• Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
• File the Statement of Intent to Dissolve with the New Mexico Secretary of State
• File the Application for Tax Clearance for Dissolution or Withdrawal with the New Mexico Secretary of State, a Tax Clearance Request form with the Department of Workforce Solutions, and a Request for Tax Clearance with the Taxation and Revenue Department
• File the Domestic Profit Corporation Dissolution Application (along with copies of the certificates you received from the previous step) with the New Mexico Secretary of State
• Close your federal and state business tax accounts with the IRS and with the New Mexico Taxation and Revenue Department (Form ACD-31015 Business Tax Registration)
• Close your business bank accounts

File Dissolution Documents

After obtaining all necessary documents — a checklist is included on the dissolution document — file the Profit Corporation Articles of Dissolution with the New Mexico Secretary of State. The filing fee is $50.

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

New Mexico Corporation FAQ

New Mexico Corporation Quick Links

• New Mexico Online Business Services
• New Mexico Department of Taxation and Revenue
• New Mexico Corporation Statutes
• SBA New Mexico Small Business Resource Guide