Do I need a lawyer to Incorporate in Nevada? |
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The short answer is no.
The state of Nevada does not legally require a lawyer to form a
Nevada Corporation.
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The short answer is no.
The state of Nevada does not legally require a lawyer to form a
Nevada Corporation.
Our detailed Incorporation Information page may help you understand some
of the implications of forming a Nevada Corporation.
However, if there is anything about Incorporating in Nevada
that you're not sure about you should seek the advice of a competent Nevada lawyer, a Nevada accountant,
or both before you Incorporate in Nevada.
Once you have made the decision to Incorporate in Nevada, a Nevada 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 Nevada Corporation.
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Do I have to Reserve a Company Name before I Incorporate in Nevada?
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You are not legally required to reserve a Company Name for a new Nevada Corporation before you submit your application to Incorporate in
Nevada.
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You are not legally required to reserve a Company Name for a new Nevada Corporation before you submit your application to Incorporate in
Nevada.
Whether or not you need to reserve a company name for your new Nevada Corporation depends entirely on your business situation.
The Nevada Secretary of State 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 Nevada Company Name.
Click here for more information on
Nevada Company Name Reservation The name of a Nevada Corporation appearing to be that of a natural person and containing a given name or initials cannot be used as a Corporate name except with an additional word such as "Incorporated", "Limited", "Company", "Corporation" or another word which identifies it as not being the name of a person.Â
Nevada state law restricts the use of certain words and phrases in Corporation names. More specific information regarding Nevada Corporation naming regulations can be found
here.
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What if the Nevada Corporation Name I want is already taken?
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If the Name you have chosen for your new Nevada Corporation is already in use by a currently active
Nevada 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 Nevada county in which you want to do business. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new Nevada Corporation is available before we submit
your Incorporation filing to the Nevada Secretary of State.
If necessary we can register a DBA Name in Nevada for you so that you can open your new Nevada business as quickly as possible.
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What do I have to do to Incorporate in Nevada?
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8 things you have to do in order to Incorporate in Nevada.
1. Choose a name for your Nevada Corporation
2. Select an official address and a Registered Agent for your Nevada Corporation
3. Choose a Board of Directors for your Nevada Corporation
4. Decide who will be Officers for your Nevada Corporation
5. Determine how you want your Nevada Corporation to be taxed
6. File Articles of Incorporation with the Nevada Secretary of State
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 Nevada Corporation
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Your Nevada 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 Nevada Corporation name that you choose must be distinguishable from the name of any other registered Nevada Corporation or other
business entity and the name must also be different from any reserved names on record with the state of Nevada.
Your Nevada Corporation name must not imply that it was formed for a purpose other than that stated in your
Articles of Incorporation;
and your Nevada Corporation name must not be a name that is likely to mislead the public.
The name of a Nevada Corporation appearing to be that of a natural person and containing a given name or initials cannot be used as a Corporate name except with an additional word such as "Incorporated", "Limited", "Company", "Corporation" or another word which identifies it as not being the name of a person.Â
Nevada state law restricts the use of certain words and phrases in Corporation names. More specific information regarding Nevada Corporation naming regulations can be found
here.
It's important to choose a good name for your Nevada Corporation because if you want to change it after you incorporate you
will have to file amended Articles of Incorporation with the Nevada Secretary of State (and pay a fee).
We will:
- Check to make sure that your Nevada Corporation name is available
- Make sure your Nevada Corporation name conforms to state of Nevada regulations
- Reserve your Nevada Corporation name with the Nevada Secretary of State
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2. Select an official address and a Registered Agent for your Nevada Corporation
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Every Nevada Corporation must have an address that is physically located in the state of Nevada.
This address is "registered" with the Nevada Secretary of State.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Nevada to receive all correspondence on behalf of the Nevada
Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many Nevada Corporations hire a Registered Agent because they don't have a physical
address within the state of Nevada or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your Nevada Corporation.
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3. Choose a Board of Directors for your Nevada Corporation
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All Nevada Corporations are required to have a Board of Directors.
Directors are the people who will set policies for your Nevada 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 Nevada Corporation.
The same person may be a Director and an Officer at the same time.
Directors need not be residents of the state of Nevada or shareholders of the Nevada Corporation unless the Articles of Incorporation
or Bylaws require it.
Normally Directors for your Nevada 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 Nevada Corporation
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The Board of Directors elects Officers for your Nevada Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.
Officers serve at the pleasure of the Board of Directors of the Nevada Corporation.
Officers handle the day to day operation of the Nevada Corporation.
Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Nevada 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.
Every Nevada Corporation must have at least a President, a Secretary and a Treasurer.Â
Other Officers may be defined in the Bylaws or Articles of Incorporation.Â
All Officers of a Nevada Corporation must be natural persons.
Any person may hold two or more offices in the Nevada Corporation.
One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings
and for authenticating records for the Nevada Corporation.
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5. Determine how you want your Nevada Corporation to be taxed
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There is no Corporate Income Tax in the state of Nevada.
You may form an S Corporation in Nevada.
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 Nevada Corporate Income Tax.
While Nevada has no Corporation Income Tax, most Nevada Corporations must pay an annual $200 Business License Fee to the Nevada Secretary of State.Â
The Nevada Business License Fee was formerly handled by the Nevada Department of Taxation.
Click here for more Nevada 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 Nevada Corporation and include it with
your Incorporation documents.
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6. File Articles of Incorporation with the Nevada Secretary of State
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In order to form a Corporation in Nevada you must file Articles of Incorporation with the Nevada Secretary of State.
The Articles of Incorporation must include certain specific information about your Nevada business. If the Articles do not conform exactly to state of Nevada requirements they will be rejected.
You may subsequently amend the Articles of Incorporation for your Nevada Corporation but you will have to pay a fee to the state of
Nevada 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 Nevada Corporation.
All Nevada Corporations are required to have an FEIN.
- We can obtain an FEIN for your Nevada 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 Nevada Corporation.
When you form your Nevada 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 Nevada Corporations hold 100% of the shares.
Stockholders in a Nevada Corporation are entitled to voting rights or dividends of the Corporate profits or both.
Whoever owns over 50% of the stock of the Nevada Corporation is able to make all Corporate business decisions.
Nevada Corporations usually hold at least 51% of the corporate stock in order to retain control of the Nevada Corporation.
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What do I have to do after I form my Nevada Corporation? |
6 things you have to do after you Incorporate in Nevada.
1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
2. Open a Business Bank Account in Nevada for your NV 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 Nevada Corporation reports
6. Keep proper records of your Nevada Corporation on file
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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 Nevada 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 Nevada 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 Nevada 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 Nevada law or
the Nevada Corporation's Articles of Incorporation.
A copy of the Corporate Bylaws should be maintained at the Corporation's principal Nevada office.
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2. Open a Business Bank Account in Nevada
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It's very important that you have a separate business bank account for your Nevada 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 Nevada Incorporation package.
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Note that forming a Nevada Corporation doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A Nevada 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 Nevada Corporation you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your Nevada Corporation vary depending on your business activities
and the specific locations within the state of Nevada in which you want to conduct business.
If your Nevada Corporation will be selling products in Nevada you may be required to obtain a Reseller's Permit from the appropriate
Nevada state agency.
If your Nevada Corporation will be selling products in Nevada you will also be responsible for all applicable local and state of Nevada
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 Nevada 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 Nevada 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
Nevada Corporation a lot of potential trouble.
- We can transcribe the minutes of any meeting of your Nevada Corporation into a form that complies with all
state of Nevada requirements.
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5. File the required Nevada Corporation reports
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Each Nevada Corporation is required to file its Initial List of Corporation Officers with the Nevada Secretary of State before the last day of the first month after the filing of its Articles of Incorporation with the NV Secretary of State.
When you file your Initial List of Officers you can also apply for a Nevada State Business License. The cost of a NV State Business License is $225 in addition to the fee for filing the Initial List. | All Nevada Corporations are required to file an Annual List of Officers with the Nevada Secretary of State EACH year.
The NV Corporation Annual List of Officers is due at the Nevada Secretary of State EACH year by the end of the anniversary month in which the Nevada Corporation was first approved by the NV Secretary of State.
The filing fees for a Nevada Corporation Annual List of Officers vary depending upon the NV Corporation's current total authorized stock. |
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We can fill out and file your Initial Initial List of Officers with the Nevada Secretary of State and include confirmation of filing
with your Corporation documents.
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We can fill out and file any Annual List of Officers with the Nevada Secretary of State after your Nevada Business gets going.
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6. Keep proper records of your Nevada Corporation on file
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Keep the following records on file and available at the principal business office of your Nevada Corporation:
- Names and addresses of all Directors and Officers of the Nevada Corporation
- Articles of Incorporation for the Nevada Corporation and any Amendments to them
- Corporate Bylaws for the Nevada Corporation and any Amendments to them
- List of current shareholders of the Nevada 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 Nevada Corporation
- Copies of all tax returns and Annual Reports for the Nevada Corporation for the last 3 years
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What information do I need in order to Incorporate in Nevada? |
In order to Incorporate in Nevada 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 Nevada you'll need the following information about your new Company:
- The name of your new Nevada 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 Nevada (not a PO Box)
- Name and address of your Nevada Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with the Nevada Corporation
- Names and addresses of the initial Directors of the Nevada Corporation
- Names and addresses of each Officer of the Nevada Corporation
- The number of shares of stock that the Nevada Corporation will be authorized to issue
- The par value of the shares which the Nevada Corporation will be authorized to issue
Remember - ALL the information that you provide when you Incorporate in Nevada 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 Nevada.
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How long does it take to Incorporate in Nevada? |
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Processing times for new Nevada Corporation applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Nevada Articles of Incorporation takes the state around 7-10 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 Nevada LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE NEVADA SECRETARY OF STATE PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the Nevada Secretary of State.
In our experience 7-10 business days is the time it usually takes the Nevada Secretary of State to process
a new Nevada Corporation application.
We get your Nevada Corporation application to the NV Secretary of State ASAP.
Once it is at the state we have no control over the new Nevada Corporation application process.
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Are there any Expedited Processing Options for new NV Corporation Filings?
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The Nevada Secretary of State offers three expedited processing options for your new Nevada Corporation application:
- $1,000 - One hour service
- $500 - Two hour service
- $125 - 24 hour service
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How much does it cost to Incorporate in Nevada? |
The state of Nevada charges $759.00 to Incorporate in NV.
This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the NV Secretary of State.
If you choose All Business Documemnts to help you Incorporate in Nevada our processing fees are $125.00.
We start processing your new Nevada Corporation order as soon as we get it.
Total cost includes:
- NV Name Check and Reservation
- Prepare Articles of Incorporation
- File Articles of Incorporation with the Nevada Secretary of State
- Certified Copies of Articles
- Nevada Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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What is a Nevada 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 Nevada then you will
most likely need to form a Nevada 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 Nevada then you will
most likely need to form a Nevada Professional Corporation.
Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional
Corporation with the Nevada Secretary of State.
Depending on exactly what it is that you want to do in Nevada, approval from a specific Nevada state agency or board may be required before the NV Secretary of State will approve a new
Nevada Professional Corporation filing.
This could add to the total processing time for a new Nevada Corporation.
Click here for more information on a
Nevada Professional Corporation.
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Nevada Foreign Corporation Qualification |
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You want to do business in the state of Nevada but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Nevada you must register with the Nevada Secretary of State as
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You want to do business in the state of Nevada but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Nevada you must register with the Nevada Secretary of State as
a Nevada Foreign Corporation.
The process of registering as a Foreign Corporation in the state of Nevada is called Nevada Corporation Foreign Qualification.
The process of Nevada Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in the state of Nevada.
Your original formation documents (usually called Articles of Incorporation) and Corporate Bylaws apply to your Nevada Foreign Corporation.
The Board of Directors and Officers of your Domestic Corporation have the same roles in the Nevada Foreign Corporation.
Click here for specific requirements for
Nevada Corporation Foreign Qualification.
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