How to Start a Corporation in Maine
If you want to establish a Maine corporation, the process can be done with relative ease.
The first step involves filing the Articles of Incorporation with the Maine Secretary of State. Next up, you will have to draft your corporation's bylaws, before finally appointing your initial directors.
Note: You will need a registered agent in order to file your formation documents.
We’ll show you how to start a corporation in Maine yourself.
Or, simply use a professional service:
Northwest ($29 + state fee)
Forming a Corporation in Maine is Easy
Subscribe to our YouTube channel
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 Maine Corporation
Choosing a business name is the first step in starting a corporation.
1. Maine naming guidelines:
- The name you select for your corporation is prohibited from using obscene, discriminatory, or offensive language.
- Corporations are not allowed to choose a name that promotes abusive or unlawful activity.
- No name will be approved that falsely suggests an association with a public institution (such as government offices, universities, or schools).
- Approval from the Maine Bureau of Financial Institutions is necessary to use any of the following words in your name:
- Savings, savings bank, bank, banker, banking, trust, trust company, trust, and banking company, and credit union (or any plurals or variations).
- For a name to be approved it must be sufficiently distinctive from the names of all businesses that already exist in Maine (including reserved names).
Read the Maine state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in Maine?
Your Maine corporation name must be unique and distinguishable from other business names in Maine. Use the Maine Secretary of State’s Corporate Name Search to determine if your desired business name is available.
3. Is the URL available?
Before registering your Maine 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.
Find a Domain Now
Step 2: Choose a Maine Registered Agent
You must appoint a Maine clerk, also known as a registered agent, when registering your corporation with the Secretary of State.
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 Maine clerk 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.
Ready to get started? These bylaws templates can be customized to suit the needs of your incorporated business.
Appoint Initial Directors
You must appoint at least one director who will oversee your Maine 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.
In Maine, the Articles of Incorporation form allows you to indicate if the corporation will issue more than one authorized share class. If your corporation wants to issue more than one authorized share class, you must attach a corresponding exhibit to the 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 Maine Articles of Incorporation
You will need to file the Maine Articles of Incorporation to set up a corporation in Maine. You may file by mail with the Maine Secretary of State. The filing cost is $145.
This document will cover the basics of your corporation, including:
- Corporate name, address, and statement of purpose
- Corporate clerk name and street address
- The number of authorized shares the corporation is allowed to issue
- The number of directors
- Incorporator(s) name(s), address(es), and signature(s)
File the Maine Articles of Incorporation
File the Articles of Incorporation by MailDownload Form
Filing Cost: $145
Secretary of State
Division of Corporations, UCC and Commissions
101 State House Station
Augusta, ME 04333-0101
Step 5: Get an EIN for Your Maine 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
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
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
Maine 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:
Maine Sales Tax
Maine Employer Taxes
If you hire employees, you will need to register for Maine employer taxes through the Maine Revenue Services website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Maine Corporation Licenses and Permits
To operate your corporation in Maine, 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 Maine Business License guide.
File the Maine Corporate Annual Report
You must file the Maine Annual Report by June 1 of the year after your corporation was incorporated and by June 1 of each subsequent year. You can file your annual report online, or you can print out a hard copy and file it by mail. The filing fee is $85.
Corporate Dissolution & Maine Good Standing
How to Get a Maine Certificate of Good Standing
A Certificate of Good Standing, known in Maine as a Certificate of Existence, verifies that your Maine corporation was legally formed and has been properly maintained.
To obtain a Certificate of Existence in Maine, you must search for your corporation in the state’s business entity database and then follow the provided links. The fee is $30.
Request a Certificate of Existence
Request a Certificate OnlineRequest Online
How to Dissolve a Corporation in Maine
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 Maine 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 Maine Secretary of State
- Close your federal and state business tax accounts with the IRS and Maine Revenue Services
- Close your business bank accounts
File Dissolution Documents
Corporations in Maine have two options for filing dissolution documents, depending on whether or not the corporation already issued shares and commenced business.
Articles of Dissolution (Incorporators or Initial Directors)
If your corporation has not yet commenced business and has no unpaid debts, you should file Form MBCA-11I: Articles of Dissolution (Incorporators or Initial Directors).
If your corporation issued shares, you must distribute any of the corporation’s net assets to the shareholders before completing this form. The filing fee is $75.
Articles of Dissolution
If your corporation already commenced business, you should use Form MBCA-11: Articles of Dissolution. The filing fee is $75.
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:
Maine Corporation FAQ
Filing the Articles of Incorporation to the Maine Secretary of State will cost $145. This will form the largest part of your startup cost, though there may be other components.
Another major component could be a professional registered agent service. To decide whether this is a good option for you, see our Should I Use a Registered Agent Service article.
The key distinctions between an LLC and a corporation concern the taxes, management regulations, and cost.
Forming and operating a corporation may be more expensive and complex than an LLC, which is taxed as a pass-through entity and not subject to stringent operational requirements.
The primary reason to choose a corporation over an LLC is if you want to attract investment.
See our Why Investors and Venture Capitalists Like C Corporations article for more information.
The Maine Secretary of State will take between 20 and 25 business days in order to process your business filing.
You can verify if the filing has been processed successfully by using the Corporate Search function on the Secretary of State’s website.
See our How to Start a Corporation in Maine article for more information on the incorporation process.
In short, no, it’s not.
However, the formation process may entail more resources to complete than other entities, such as time, effort, and money.
The process includes selecting a suitable name for your business, choosing a registered agent, holding an organizational meeting, and filing the Articles of Organization.
To find out more about this, see our What is a Corporation article.
While not notably easier, starting an LLC is certainly more manageable than starting a corporation.
The reason for this is that corporations are subject to significant federal oversight and must comply with specific management procedures in order to operate legally.
Our LLC vs Corporation article explores this comparison in greater detail.