How to Start a Corporation in North Carolina
Opening a North Carolina corporation does not have to be complicated.
In order to get started, you will need to file the Articles of Incorporation with the North Carolina Secretary of State, draft your corporate bylaws, and appoint your initial director(s).
Keep in mind that you will need a registered agent, as well as a legally-compliant business name before filing your formation document.
We’ll show you how to start a corporation in North Carolina yourself.
Or, simply use a professional service:
Forming a Corporation in North Carolina is Easy
Step 1: Name Your North Carolina 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 North Carolina Corporation
Choosing a business name is the first step in starting a corporation.
1. North Carolina naming guidelines:
- Must include an entity identifier, such as “Corporation”, “Incorporated”, or “Company”. Relevant abbreviations can be used instead (e.g., Corp, Inc, Co, etc.).
- Must be distinguishable from all other business names that belong to companies that are registered to transact business in North Carolina.
- Cannot include words or phrases that suggest that the corporation was organized for any purpose other than what’s stated in its Articles of Incorporation.
- Cannot include certain words or phrases without receiving prior approval from the relevant North Carolina agency (e.g., architect, certified public accountant, insurance, etc.).
- Cannot include words or phrases that falsely imply that the corporation is affiliated with or sponsored by a state or government agency, or any of its political subdivisions.
Read the North Carolina state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in North Carolina?
Your North Carolina corporation name must be unique and distinguishable from other business names in North Carolina. Use the North Carolina Secretary of State’s Business Search Portal to determine if your desired business name is available.
3. Is the URL available?
Before registering your North Carolina 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 North Carolina Registered Agent
You must appoint a North Carolina 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 North Carolina 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 North Carolina 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 North Carolina, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class or series. If your corporation plans on issuing more than common shares, you must add an additional schedule to your 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 shareholders meeting. It should be stored with the rest of your corporate records.
Step 4: File the North Carolina Articles of Incorporation
You will need to file the North Carolina Articles of Incorporation to set up a corporation in North Carolina.
This document will cover the basics of your corporation, including:
- Corporate name and street address
- Corporate registered agent name and street address
- The number of authorized shares the corporation is allowed to issue
- Corporate officer(s) name(s) and address(es) (optional)
- Incorporator(s) name(s) and address(es)
- The corporation’s effective date
In North Carolina, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class or series. If your corporation plans on issuing more than common shares, you must add an additional schedule to your Articles of Incorporation.
You can upload a PDF of the Articles of Incorporation online with the Secretary of State or you can submit the articles by mail or in person. Hard-copy submissions must include a Cover Sheet for Corporate Filings. The filing cost is $125.
File the North Carolina Articles of Incorporation
Option 1: Upload PDF Online With the North Carolina Secretary of State
Upload Online- OR -
Option 2: File the Articles of Incorporation by Mail or In Person
Download FormFiling Cost: $125
Mailing Address:
State of North Carolina
Department of the Secretary of State
Business Registration Division
P.O. Box 29622
Raleigh, NC 27626-0622
Office Address:
State of North Carolina
Department of the Secretary of State
Business Registration Division
2 South Salisbury Street
Raleigh, NC 27601-2903
Step 5: Get an EIN for Your North Carolina 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
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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
North Carolina 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:
North Carolina Sales Tax
If you’re selling a product, you’ll typically need to register for a seller's permit through the North Carolina Department of Revenue's website. This allows a business to collect sales tax.
North Carolina Employer Taxes
If you hire employees, you will need to register for North Carolina employer taxes through the North Carolina Department of Commerce’s website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
North Carolina Corporation Licenses and Permits
To operate your corporation in North Carolina, 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 North Carolina Business License guide.
File the North Carolina Annual Report
You must file the North Carolina Annual Report each year by the 15th day of the fourth month following the close of your corporation’s fiscal year. You can file online or by mail with the Secretary of State. The filing fee is $20 for an online filing and $25 for a mail filing.
Corporate Dissolution & North Carolina Good Standing
How to Get a North Carolina Certificate of Good Standing
A Certificate of Good Standing, known in North Carolina as a Certificate of Existence, verifies that your North Carolina corporation was legally formed and has been properly maintained.
You can order a Certificate of Existence online with the North Carolina Secretary of State's Online Services. After logging in, search for your corporation and then select “Order a Documents Online.” The fee is $15.
Order a Certificate of Existence
Request a Certificate With the North Carolina Secretary of State Online Services
Request OnlineFee: $15
How to Dissolve a Corporation in North Carolina
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 North Carolina 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 North Carolina Secretary of State
- Close your federal and state business tax accounts with the IRS and North Carolina Department of Revenue
- Close your business bank accounts
File Dissolution Documents
North Carolina corporations have two options for filing dissolution documents: the Articles of Dissolution Prior to Issuance of Shares or the Articles of Dissolution by Board of Directors and Shareholders. You can file by mail or through North Carolina's PDF Upload Portal.
Articles of Dissolution Prior to Issuance of Shares
If your corporation has not yet issued any shares and doesn’t have any unpaid debt, you should file the Articles of Dissolution Prior to Issuance of Shares. The fee is $30.
Articles of Dissolution by Board of Directors and Shareholders
If your corporation already issued shares, you must file the Articles of Dissolution by Board of Directors and Shareholders. The fee is $30.
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
North Carolina Corporation FAQ
It costs $125 to file the Articles of Incorporation (Form B-01) with the North Carolina’s Secretary of State in order to form your corporation.
You will also need to appoint a registered agent. How much this costs will depend on whether you assume the role yourself, hire a business attorney, or work with a third-party registered agent service (recommended).
There are several differences between an LLC and a corporation.
For one, an LLC does not have stock or shareholders, and does not distribute dividends.
LLCs are also not required to record meeting minutes, hold annual shareholder meetings, or pay corporation taxes.
Did you know? Corporations can be a strong choice if you are looking to find private investors. If this is not your intention, we recommend going with an LLC instead.
It takes between two and three weeks on average for the North Carolina Secretary of State to process business formation requests (e.g., Articles of Incorporation, Articles of Organization, etc.).
Having said that, you can pay a $100 fee in order to receive expedited filing and have your business’s formation processed within 24 hours.
Not necessarily. In order to start a corporation in North Carolina, you will need to complete the following steps:
- Choose a business name
- Appoint a registered agent: This can be a registered agent service
- File the Articles of Incorporation
- Hold an organizational meeting
See our How to Start a Corporation in North Carolina article for more information.
Generally speaking, yes.
Forming an LLC can require less time and money in comparison to a corporation. This is because there is a much lower degree of legal rigmarole to go through when it comes to both formation and maintenance.
We recommend starting an LLC over a corporation in the vast majority of cases as a small business owner. The only exception to this is if you’re looking to attract private investors.