Do I need a lawyer to Incorporate in Wisconsin? |
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The short answer is no.
The state of Wisconsin does not legally require a lawyer to form a
Wisconsin Corporation.
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The short answer is no.
The state of Wisconsin does not legally require a lawyer to form a
Wisconsin Corporation.
Our detailed Incorporation Information page may help you understand some
of the implications of forming a Wisconsin Corporation.
However, if there is anything about Incorporating in Wisconsin
that you're not sure about you should seek the advice of a competent Wisconsin lawyer, a Wisconsin accountant,
or both before you Incorporate in Wisconsin.
Once you have made the decision to Incorporate in Wisconsin, a Wisconsin 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 Wisconsin Corporation.
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Do I have to Reserve a Company Name before I Incorporate in Wisconsin?
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You are not legally required to reserve a Company Name for a new Wisconsin Corporation before you submit your application to Incorporate in
Wisconsin.
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You are not legally required to reserve a Company Name for a new Wisconsin Corporation before you submit your application to Incorporate in
Wisconsin.
Whether or not you need to reserve a company name for your new Wisconsin Corporation depends entirely on your business situation.
The Wisconsin Department of Financial Institutions 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 Wisconsin Company Name.
Click here for more information on
Wisconsin Company Name Reservation
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What if the Wisconsin Corporation Name I want is already taken?
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If the Name you have chosen for your new Wisconsin Corporation is already in use by a currently active
Wisconsin Corporation or LLC, and you still want to use that Corporation Name, then you will have to register a DBA Name with the Wisconsin Department of Financial Institutions. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new Wisconsin Corporation is available before we submit
your Incorporation filing to the Wisconsin Department of Financial Institutions.
If necessary we can register a DBA Name in Wisconsin for you so that you can open your new Wisconsin business as quickly as possible.
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What do I have to do to Incorporate in Wisconsin?
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8 things you have to do in order to Incorporate in Wisconsin.
1. Choose a name for your Wisconsin Corporation
2. Select an official address and a Registered Agent for your Wisconsin Corporation
3. Choose a Board of Directors for your Wisconsin Corporation
4. Decide who will be Officers for your Wisconsin Corporation
5. Determine how you want your Wisconsin Corporation to be taxed
6. File Articles of Incorporation with the Wisconsin Department of Financial Institutions
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 Wisconsin Corporation
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Your Wisconsin 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 Wisconsin Corporation name that you choose must be distinguishable from the name of any other registered Wisconsin Corporation or other
business entity and the name must also be different from any reserved names on record with the state of Wisconsin.
Your Wisconsin Corporation name must not imply that it was formed for a purpose other than that stated in your
Articles of Incorporation;
and your Wisconsin Corporation name must not be a name that is likely to mislead the public.
The name of a Wisconsin Corporation must include the word "Corporation" or
"Incorporated" or an abbreviation of one of these words.
It's important to choose a good name for your Wisconsin Corporation because if you want to change it after you incorporate you
will have to file amended Articles of Incorporation with the Wisconsin Department of Financial Institutions (and pay a fee).
We will:
- Check to make sure that your Wisconsin Corporation name is available
- Make sure your Wisconsin Corporation name conforms to state of Wisconsin regulations
- Reserve your Wisconsin Corporation name with the Wisconsin Department of Financial Institutions
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2. Select an official address and a Registered Agent for your Wisconsin Corporation
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Every Wisconsin Corporation must have an address that is physically located in the state of Wisconsin.
This address is "registered" with the Wisconsin Department of Financial Institutions.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Wisconsin to receive all correspondence on behalf of the Wisconsin
Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many Wisconsin Corporations hire a Registered Agent because they don't have a physical
address within the state of Wisconsin or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your Wisconsin Corporation.
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3. Choose a Board of Directors for your Wisconsin Corporation
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All Wisconsin Corporations are required to have a Board of Directors.
Directors are the people who will set policies for your Wisconsin 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 Wisconsin Corporation.
The same person may be a Director and an Officer at the same time.
Directors need not be residents of the state of Wisconsin or shareholders of the Wisconsin Corporation unless the Articles of Incorporation
or Bylaws require it.
Normally Directors for your Wisconsin 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 Wisconsin Corporation
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The Board of Directors elects Officers for your Wisconsin Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.
Officers serve at the pleasure of the Board of Directors of the Wisconsin Corporation.
Officers handle the day to day operation of the Wisconsin Corporation.
Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Wisconsin 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.
One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings
and for authenticating records for the Wisconsin Corporation.
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5. Determine how you want your Wisconsin Corporation to be taxed
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The Wisconsin Corporate Income Tax Rate is 7.9%.
You may form an S Corporation in Wisconsin.
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 Wisconsin Corporate Income Tax.
Click here for more Wisconsin 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 Wisconsin Corporation and include it with
your Incorporation documents.
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6. File Articles of Incorporation with the Wisconsin Department of Financial Institutions
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In order to form a Corporation in Wisconsin you must file Articles of Incorporation with the Wisconsin Department of Financial Institutions.
The Articles of Incorporation must include certain specific information about your Wisconsin business. If the Articles do not conform exactly to state of Wisconsin requirements they will be rejected.
You may subsequently amend the Articles of Incorporation for your Wisconsin Corporation but you will have to pay a fee to the state of
Wisconsin 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 Wisconsin Corporation.
All Wisconsin Corporations are required to have an FEIN.
- We can obtain an FEIN for your Wisconsin 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 Wisconsin Corporation.
When you form your Wisconsin 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 Wisconsin Corporations hold 100% of the shares.
Stockholders in a Wisconsin Corporation are entitled to voting rights or dividends of the Corporate profits or both.
Whoever owns over 50% of the stock of the Wisconsin Corporation is able to make all Corporate business decisions.
Wisconsin Corporations usually hold at least 51% of the corporate stock in order to retain control of the Wisconsin Corporation.
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What do I have to do after I form my Wisconsin Corporation? |
6 things you have to do after you Incorporate in Wisconsin.
1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
2. Open a Business Bank Account in Wisconsin for your WI 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 Wisconsin Corporation reports
6. Keep proper records of your Wisconsin 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 Wisconsin 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 Wisconsin 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 Wisconsin 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 Wisconsin law or
the Wisconsin Corporation's Articles of Incorporation.
A copy of the Corporate Bylaws should be maintained at the Corporation's principal Wisconsin office.
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2. Open a Business Bank Account in Wisconsin
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It's very important that you have a separate business bank account for your Wisconsin 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 Wisconsin Incorporation package.
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Note that forming a Wisconsin Corporation doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A Wisconsin 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 Wisconsin Corporation you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your Wisconsin Corporation vary depending on your business activities
and the specific locations within the state of Wisconsin in which you want to conduct business.
If your Wisconsin Corporation will be selling products in Wisconsin you may be required to obtain a Reseller's Permit from the appropriate
Wisconsin state agency.
If your Wisconsin Corporation will be selling products in Wisconsin you will also be responsible for all applicable local and state of Wisconsin
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 Wisconsin 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 Wisconsin 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
Wisconsin Corporation a lot of potential trouble.
- We can transcribe the minutes of any meeting of your Wisconsin Corporation into a form that complies with all
state of Wisconsin requirements.
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5. File the required Wisconsin Corporation reports
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| The state of Wisconsin does not have any Initial Annual Report filing requirements for new Wisconsin Corporations. | Every Wisconsin Corporation must file an Annual Report with the Wisconsin Secretary of state EACH year.
The date that the WI Corporation Annual Report is due at the Wisconsin Secretary of State is based on the quarter in which the Articles of Incorporation of the Wisconsin Corporation were approved by the WI Secretary of State.
For example, if the Wisconsin Corporation was initially formed on April 3, 2014 then the WI Corporation Annual Report is due at the Wisconsin Secretary of State by June 30 EACH year starting with the year after the WI Corporation was initially formed. |
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We can fill out and file any Annual Report with the Wisconsin Department of Financial Institutions after your Wisconsin Business gets going.
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6. Keep proper records of your Wisconsin Corporation on file
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Keep the following records on file and available at the principal business office of your Wisconsin Corporation:
- Names and addresses of all Directors and Officers of the Wisconsin Corporation
- Articles of Incorporation for the Wisconsin Corporation and any Amendments to them
- Corporate Bylaws for the Wisconsin Corporation and any Amendments to them
- List of current shareholders of the Wisconsin 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 Wisconsin Corporation
- Copies of all tax returns and Annual Reports for the Wisconsin Corporation for the last 3 years
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What information do I need in order to Incorporate in Wisconsin? |
In order to Incorporate in Wisconsin 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 Wisconsin you'll need the following information about your new Company:
- The name of your new Wisconsin 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 Wisconsin (not a PO Box)
- Name and address of your Wisconsin Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with the Wisconsin Corporation
- Names and addresses of the initial Directors of the Wisconsin Corporation
- The number of shares of stock that the Wisconsin Corporation will be authorized to issue
Remember - ALL the information that you provide when you Incorporate in Wisconsin 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 Wisconsin.
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How long does it take to Incorporate in Wisconsin? |
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Processing times for new Wisconsin Corporation applications vary depending on the work load of the
Department of Financial Institutions's staff.
We've found that normal processing of new Wisconsin Articles of Incorporation takes the state around 5-7 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 Wisconsin LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE WISCONSIN DEPARTMENT OF FINANCIAL INSTITUTIONS PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the Wisconsin Department of Financial Institutions.
In our experience 5-7 business days is the time it usually takes the Wisconsin Department of Financial Institutions to process
a new Wisconsin Corporation application.
We get your Wisconsin Corporation application to the WI Department of Financial Institutions ASAP.
Once it is at the state we have no control over the new Wisconsin Corporation application process.
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Are there any Expedited Processing Options for new WI Corporation Filings?
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| The Wisconsin Secretary of State offers expedited service for all new Wisconsin Corporation filings. For an additional $25 the Secretary of State will process your new Wisconsin Corporation application by the close of the business day following that on which your new Wisconsin Corporation application is received. |
How much does it cost to Incorporate in Wisconsin? |
The state of Wisconsin charges $110.00 to Incorporate in WI.
This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the WI Department of Financial Institutions.
If you choose All Business Documemnts to help you Incorporate in Wisconsin our processing fees are $125.00.
We start processing your new Wisconsin Corporation order as soon as we get it.
Total cost includes:
- WI Name Check and Reservation
- Prepare Articles of Incorporation
- File Articles of Incorporation with the Wisconsin Department of Financial Institutions
- Certified Copies of Articles
- Wisconsin Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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What is a Wisconsin 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 Wisconsin then you will
most likely need to form a Wisconsin 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 Wisconsin then you will
most likely need to form a Wisconsin Professional Corporation.
Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional
Corporation with the Wisconsin Department of Financial Institutions.
Depending on exactly what it is that you want to do in Wisconsin, approval from a specific Wisconsin state agency or board may be required before the WI Department of Financial Institutions will approve a new
Wisconsin Professional Corporation filing.
This could add to the total processing time for a new Wisconsin Corporation.
Click here for more information on a
Wisconsin Professional Corporation.
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Wisconsin Foreign Corporation Qualification |
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You want to do business in the state of Wisconsin but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Wisconsin you must register with the Wisconsin Department of Financial Institutions as
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You want to do business in the state of Wisconsin but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Wisconsin you must register with the Wisconsin Department of Financial Institutions as
a Wisconsin Foreign Corporation.
The process of registering as a Foreign Corporation in the state of Wisconsin is called Wisconsin Corporation Foreign Qualification.
The process of Wisconsin Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in the state of Wisconsin.
Your original formation documents (usually called Articles of Incorporation) and Corporate Bylaws apply to your Wisconsin Foreign Corporation.
The Board of Directors and Officers of your Domestic Corporation have the same roles in the Wisconsin Foreign Corporation.
Click here for specific requirements for
Wisconsin Corporation Foreign Qualification.
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