Do I need a lawyer to Incorporate in Arizona? |
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The short answer is no.
The state of Arizona does not legally require a lawyer to form an
Arizona Corporation.
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The short answer is no.
The state of Arizona does not legally require a lawyer to form an
Arizona Corporation.
Our detailed Incorporation Information page may help you understand some
of the implications of forming an Arizona Corporation.
However, if there is anything about Incorporating in Arizona
that you're not sure about you should seek the advice of a competent Arizona lawyer, an Arizona accountant,
or both before you Incorporate in Arizona.
Once you have made the decision to Incorporate in Arizona, an Arizona lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and save money that you can use in your new Arizona Corporation.
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Do I have to Reserve a Company Name before I Incorporate in Arizona?
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You are not legally required to reserve a Company Name for a new Arizona Corporation before you submit your application to Incorporate in
Arizona.
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You are not legally required to reserve a Company Name for a new Arizona Corporation before you submit your application to Incorporate in
Arizona.
Whether or not you need to reserve a company name for your new Arizona Corporation depends entirely on your business situation.
The Arizona Corporation Commission uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Arizona Company Name.
Click here for more information on
Arizona Company Name Reservation The name of an Arizona Corporation must contain the word "Bank", "Association", "Corporation", "Company", "Incorporated", or "Limited" or an abbreviation of one of these words.
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What if the Arizona Corporation Name I want is already taken?
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If the Name you have chosen for your new Arizona Corporation is already in use by a currently active
Arizona Corporation or LLC, and you still want to use that Corporation Name, then you will have to register a DBA Name with the county recorder in each Arizona county in which you want to do business. "DBA" is an abbreviation for "Doing Business As."
In Arizona a DBA Name is called a Trade Name.
We verify that the Name you have chose for your new Arizona Corporation is available before we submit
your Incorporation filing to the Arizona Corporation Commission.
If necessary we can register a Trade Name in Arizona for you so that you can open your new Arizona business as quickly as possible.
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What do I have to do to Incorporate in Arizona?
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8 things you have to do in order to Incorporate in Arizona.
1. Choose a name for your Arizona Corporation
2. Select an official address and a Registered Agent for your Arizona Corporation
3. Choose a Board of Directors for your Arizona Corporation
4. Decide who will be Officers for your Arizona Corporation
5. Determine how you want your Arizona Corporation to be taxed
6. File Articles of Incorporation with the Arizona Corporation Commission
7. Get a Federal Employer Identification Number (FEIN)
8. Issue Stock Certificates to the Initial Shareholders
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1. Choose a name for your Arizona Corporation
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Your Arizona Corporation name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the Arizona Corporation name that you choose must be distinguishable from the name of any other registered Arizona Corporation or other
business entity and the name must also be different from any reserved names on record with the state of Arizona.
Your Arizona Corporation name must not imply that it was formed for a purpose other than that stated in your
Articles of Incorporation;
and your Arizona Corporation name must not be a name that is likely to mislead the public.
The name of an Arizona Corporation must contain the word "Bank", "Association", "Corporation", "Company", "Incorporated", or "Limited" or an abbreviation of one of these words.
It's important to choose a good name for your Arizona Corporation because if you want to change it after you incorporate you
will have to file amended Articles of Incorporation with the Arizona Corporation Commission (and pay a fee).
We will:
- Check to make sure that your Arizona Corporation name is available
- Make sure your Arizona Corporation name conforms to state of Arizona regulations
- Reserve your Arizona Corporation name with the Arizona Corporation Commission
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2. Select an official address and a Registered Agent for your Arizona Corporation
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Every Arizona Corporation must have an address that is physically located in the state of Arizona.
This address is "registered" with the Arizona Corporation Commission.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Arizona to receive all correspondence on behalf of the Arizona
Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many Arizona Corporations hire a Registered Agent because they don't have a physical
address within the state of Arizona or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your Arizona Corporation.
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3. Choose a Board of Directors for your Arizona Corporation
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All Arizona Corporations are required to have a Board of Directors.
Directors are the people who will set policies for your Arizona Corporation and manage the business and its resources.
In the majority of small corporations directors are the owners.
The Articles of Incorporation or Corporate Bylaws may define specific qualifications for Directors.
The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders.
One of the most important duties of the Board of Directors is electing Officers for your Arizona Corporation.
The same person may be a Director and an Officer at the same time.
Directors need not be residents of the state of Arizona or shareholders of the Arizona Corporation unless the Articles of Incorporation
or Bylaws require it.
Normally Directors for your Arizona Corporation are elected for a term of one year.
Elections are held at the annual meeting of Shareholders.
The Directors serve until the next annual Shareholders meeting.
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4. Decide who will be Officers for your Arizona Corporation
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The Board of Directors elects Officers for your Arizona Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.
Officers serve at the pleasure of the Board of Directors of the Arizona Corporation.
Officers handle the day to day operation of the Arizona Corporation.
Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Arizona Corporation
the same person may hold more than one Corporate Office at the same time.
However, there are certain legal affairs in which the same person cannot act in more than one capacity.
Officers of an Arizona Corporation are described in the Corporate Bylaws or are appointed by the Board of Directors in accordance with the Bylaws.
There are no state of Arizona requirements for specific Officers.
One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings
and for authenticating records for the Arizona Corporation.
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5. Determine how you want your Arizona Corporation to be taxed
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The Arizona Corporate Income Tax Rate is 6.968%.
You may form an S Corporation in Arizona.
S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable
personal rate.
S Corporations do not pay any Arizona Corporate Income Tax.
If the Arizona Corporate Income tax due based on the Arizona Corporate Income Tax Rate is less than $50 then the minimum tax due to the state of Arizona is $50.
Click here for more Arizona Corporate Tax Information .
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- If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Arizona Corporation and include it with
your Incorporation documents.
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6. File Articles of Incorporation with the Arizona Corporation Commission
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In order to form a Corporation in Arizona you must file Articles of Incorporation with the Arizona Corporation Commission.
The Articles of Incorporation must include certain specific information about your Arizona business. If the Articles do not conform exactly to state of Arizona requirements they will be rejected.
You may subsequently amend the Articles of Incorporation for your Arizona Corporation but you will have to pay a fee to the state of
Arizona in order to make the changes official.
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7. Get a Federal Employer Identification Number (FEIN)
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A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your Arizona Corporation.
All Arizona Corporations are required to have an FEIN.
- We can obtain an FEIN for your Arizona Corporation.
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8. Issue Stock Certificates to the Initial Shareholders
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Corporate stock is evidence of ownership of a Arizona Corporation.
When you form your Arizona Corporation, you will need to determine what type of stock and the number of shares of each type that
you want to authorize.
You do not have to sell the number of shares that are authorized.
Many small Arizona Corporations hold 100% of the shares.
Stockholders in a Arizona Corporation are entitled to voting rights or dividends of the Corporate profits or both.
Whoever owns over 50% of the stock of the Arizona Corporation is able to make all Corporate business decisions.
Arizona Corporations usually hold at least 51% of the corporate stock in order to retain control of the Arizona Corporation.
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What do I have to do after I form my Arizona Corporation? |
7 things you have to do after you Incorporate in Arizona.
1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
2. Open a Business Bank Account in Arizona for your AZ Corporation
3. Obtain Business Licenses from the cities and counties in which you plan to do business
4. Hold Meetings of Shareholders and Directors of each year.
5. File the required Arizona Corporation reports
6. Keep proper records of your Arizona Corporation on file
7. Publish a notice of Incorporation in a newspaper in the state of Arizona
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1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
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The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.
Bylaws are the internal rules of your Arizona Corporation.
They are adopted by the Board of Directors and vary widely from Corporation to Corporation.
Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and
Shareholders are to be conducted; what Officers the Arizona Corporation will have and a description of each of their duties.
As your company grows over time, you may amend your bylaws as necessary.
Bylaws generally cannot be amended by the Board of Directors unilaterally.
A vote by the majority of Stockholders of the Arizona Corporation is usually required to amend the Corporate Bylaws.
Bylaws may include any rules for managing the business and conducting corporate affairs.
Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or Arizona law or
the Arizona Corporation's Articles of Incorporation.
A copy of the Corporate Bylaws should be maintained at the Corporation's principal Arizona office.
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2. Open a Business Bank Account in Arizona
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It's very important that you have a separate business bank account for your Arizona Corporation.
Mixing personal and business funds can get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account.
Specific requirements vary from bank to bank.
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3. Obtain Business Licenses from the cities and counties in which you plan to do business
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- We can research and prepare the necessary forms for your required business licenses and permits and include
them in your Arizona Incorporation package.
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Note that forming an Arizona Corporation doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
An Arizona Corporation merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your Arizona Corporation you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your Arizona Corporation vary depending on your business activities
and the specific locations within the state of Arizona in which you want to conduct business.
If your Arizona Corporation will be selling products in Arizona you may be required to obtain a Reseller's Permit from the appropriate
Arizona state agency.
If your Arizona Corporation will be selling products in Arizona you will also be responsible for all applicable local and state of Arizona
sales taxes if there are any.
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4. Hold Meetings of Shareholders and Directors of each year.
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Every Arizona Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting
on file.
A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.
The minutes of each meetings must be open for inspection by any Shareholder or Director.
This meeting requirement is often overlooked and comes into play when the Arizona Corporation is challenged for any reason.
Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your
Arizona Corporation a lot of potential trouble.
- We can transcribe the minutes of any meeting of your Arizona Corporation into a form that complies with all
state of Arizona requirements.
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5. File the required Arizona Corporation reports
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| The Arizona Corporation Commission does not have any Initial Corporation Annual Report requirements for new AZ Corporations. | Every Arizona Corporation must submit a Corporation Annual Report to the Arizona Secretary of State EACH year.
The Arizona Corporation Annual Report is due at the AZ Corporation Commission EACH year by the anniversary date on which the Arizona Corporation Commission initially approved the Articles of Incorporation of the Arizona Corporation. | If an Arizona Corporation fails to file its Corporation Annual Report with the Arizona Corporation Commission by the due date, that AZ Corporation will be subject to late filing fees applied monthly.
If an Arizona Corporation fails to file its Corporation Annual Report within 150 days of the due date, the AZ Corporation Commission will administratively dissolve the Arizona Corporation.
The Arizona Corporation Commission Annual Report information line is 602-542-3285. |
Each Arizona Corporation must file an Annual Report each year with the Arizona Corporations Commission.Â
In addition to basic information about your Arizona Corporation, the Annual Report must include a statement that all required Arizona Corporate income tax returns have been filed with the Arizona Department of Revenue.
The Annual Report must also specify the total number of authorized, issued and outstanding shares, itemized by class and series, if any, within each class; and
the names of all shareholders of record of the Arizona Corporation holding more than twenty per cent of any class of shares issued by the Arizona Corporation, including persons beneficially holding the shares through nominees.
The Arizona Corporation Annual Report includes basic information about your Arizona Corporation including
information on your Directors and Officers.
Failure to submit a properly completed Arizona Annual Report to the Arizona Corporation Commission on or before the
due date may subject your Arizona Corporation to being administratively dissolved in the state of Arizona or
having its authority to transact business in the state of Arizona revoked by the Arizona Corporation Commission.
In addition,
penalties may accrue if you fail to file any Arizona Corporation Annual Report to the Arizona Corporation Commission
by the due date.
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6. Keep proper records of your Arizona Corporation on file
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Keep the following records on file and available at the principal business office of your Arizona Corporation:
- Names and addresses of all Directors and Officers of the Arizona Corporation
- Articles of Incorporation for the Arizona Corporation and any Amendments to them
- Corporate Bylaws for the Arizona Corporation and any Amendments to them
- List of current shareholders of the Arizona Corporation.
If shareholders change, keep a record of old shareholders and how stock was transferred.
- Minutes of all Meetings of Shareholders and Directors
- Copies of any Corporate Resolutions which have been adopted by the Arizona Corporation
- Copies of all tax returns and Annual Reports for the Arizona Corporation for the last 3 years
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7. Publish a notice of Incorporation in a newspaper in the state of Arizona
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All Arizona Corporations are required to publish a notice of the filing of their Articles of Incorporation.
The publication must be in a newspaper of general circulation in the Arizona county in which the Arizona Corporation's principal office is located. If the Arizona Corporation does not have a principal office in the state of Arizona then the publication must be in the Arizona county where the Registered Agent of the Arizona Corporation is located.
Notice of the filing of the Articles of Incorporation must be published within 60 days after the date on which the Arizona Corporation Commission initially approved the Articles of Incorporation of the AZ Corporation. The notice must be included in three consecutive publications.
You will receive an Affadavit of Publication from the newspaper and you may file it with the AZ Corporation Commission.
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What information do I need in order to Incorporate in Arizona? |
In order to Incorporate in Arizona you'll need certain specific information about your new Company
including the Corporation name and address; and Registered Agent information.
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In order to Incorporate in Arizona you'll need the following information about your new Company:
- The name of your new Arizona Corporation along with your second choice of a name in case the name that you want is not available
- Physical addess of the Corporation office in Arizona (not a PO Box)
- Name and address of your Arizona Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with the Arizona Corporation
- Names and addresses of the initial Directors of the Arizona Corporation
- The number of shares of stock that the Arizona Corporation will be authorized to issue
- The par value of the shares which the Arizona Corporation will be authorized to issue
Remember - ALL the information that you provide when you Incorporate in Arizona becomes part of the public record.
Our data entry forms include the absolute minimum amount of information that is required in order to Form a new Corporation in Arizona.
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How long does it take to Incorporate in Arizona? |
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Processing times for new Arizona Corporation applications vary depending on the work load of the
Corporation Commission's staff.
We've found that normal processing of new Arizona Articles of Incorporation takes the state around 15-20 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your Arizona LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE ARIZONA CORPORATION COMMISSION PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the Arizona Corporation Commission.
In our experience 15-20 business days is the time it usually takes the Arizona Corporation Commission to process
a new Arizona Corporation application.
We get your Arizona Corporation application to the AZ Corporation Commission ASAP.
Once it is at the state we have no control over the new Arizona Corporation application process.
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Are there any Expedited Processing Options for new AZ Corporation Filings?
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| The Arizona Secretary of State posts the processing times for new Corporation filings on its website each Monday. The Secretary of State offers expedited processing for an additional $35. This cuts processing time for Arizona Corporation filings approximately in half. |
Are there any Publication Requirements for a new Arizona Corporation?
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All Arizona Corporations are required to publish a notice of the filing of their Articles of Incorporation.
The publication must be in a newspaper of general circulation in the Arizona county in which the Arizona Corporation's principal office is located. If the Arizona Corporation does not have a principal office in the state of Arizona then the publication must be in the Arizona county where the Registered Agent of the Arizona Corporation is located.
Notice of the filing of the Articles of Incorporation must be published within 60 days after the date on which the Arizona Corporation Commission initially approved the Articles of Incorporation of the AZ Corporation. The notice must be included in three consecutive publications.
You will receive an Affadavit of Publication from the newspaper and you may file it with the AZ Corporation Commission.
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| We can take care of all your state publication requirements. |
How much does it cost to Incorporate in Arizona? |
The state of Arizona charges $100.00 to Incorporate in AZ.
This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the AZ Corporation Commission.
If you choose All Business Documemnts to help you Incorporate in Arizona our processing fees are $125.00.
We start processing your new Arizona Corporation order as soon as we get it.
Total cost includes:
- AZ Name Check and Reservation
- Prepare Articles of Incorporation
- File Articles of Incorporation with the Arizona Corporation Commission
- Certified Copies of Articles
- Arizona Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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What is a Arizona Professional Corporation? |
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Generally, if you are required to obtain some kind of license before you can market your skills in the state of Arizona then you will
most likely need to form a Arizona Professional Corporation.
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Generally, if you are required to obtain some kind of license before you can market your skills in the state of Arizona then you will
most likely need to form a Arizona Professional Corporation.
Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional
Corporation with the Arizona Corporation Commission.
Depending on exactly what it is that you want to do in Arizona, approval from a specific Arizona state agency or board may be required before the AZ Corporation Commission will approve a new
Arizona Professional Corporation filing.
This could add to the total processing time for a new Arizona Corporation.
Click here for more information on an
Arizona Professional Corporation.
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Arizona Foreign Corporation Qualification |
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You want to do business in the state of Arizona but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Arizona you must register with the Arizona Corporation Commission as
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You want to do business in the state of Arizona but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Arizona you must register with the Arizona Corporation Commission as
an Arizona Foreign Corporation.
The process of registering as a Foreign Corporation in the state of Arizona is called Arizona Corporation Foreign Qualification.
The process of Arizona Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in the state of Arizona.
Your original formation documents (usually called Articles of Incorporation) and Corporate Bylaws apply to your Arizona Foreign Corporation.
The Board of Directors and Officers of your Domestic Corporation have the same roles in the Arizona Foreign Corporation.
Click here for specific requirements for
Arizona Corporation Foreign Qualification.
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