Every state has a corporate statute that sets out the rules to form a corporation. Forming a corporation in New Hampshire requires that you choose a corporate form, choose a corporate name, file the articles of incorporation, pay the associated filing fee and draft bylaws. Forming a corporation can be a challenge. An online legal document preparation service can help you fill out and file the required paperwork to form a corporation.
Choosing the Corporate Form
Choose the type of corporation you want to form. In New Hampshire, as in other states, you can form a C corporation, S corporation, professional corporation or nonprofit corporation. In general, C corporations and S corporations are formed for the purposes of generating profit for the shareholders. S corporations are merely corporations that have made a special tax election enabling them to avoid double-taxation, or being taxed at the corporate and shareholder level. You must form a C corporation before you can make the election to become an S corporation. However, S corporations have certain restrictions, including limitations on the number of shareholders and classes of shares. Professional corporations are formed for the purposes of rendering professional services, such as legal or medical services. Nonprofit corporations enjoy certain tax benefits but must be formed for religious, civic, charitable, educational, scientific or similar purposes. The articles of incorporation that you file will differ depending on the type of corporation you decide to form.
Choosing a Name
Your corporation must select a name that is distinguishable from other corporations registered in New Hampshire. To determine if a name is available, you can search name availability on the New Hampshire Department of State website. However, the New Hampshire Department of State makes a final decision as to whether the name is available when you file your articles of incorporation. If you are forming a C corporation or nonprofit corporation, your corporate name must include a suffix, such as "Corporation,'' "Incorporated,'' or an abbreviation thereof. If you are forming a professional corporation, your corporate name must include a suffix, such as "Professional Corporation,'' "Professional Association,'' or an abbreviation thereof.
When forming a New Hampshire corporation, at least one person must act as incorporator. This person files the appropriate articles of incorporation with the New Hampshire Department of State. The articles of incorporation require certain basic information, such as the name of the corporation, the name and address of the incorporator, and the name and address of the registered agent, who is the individual or business that will receive legal documents, such as service of process. Moreover, the articles of incorporation must include the number of shares the corporation is authorized to issue. If you are forming a nonprofit corporation, the articles of incorporation must also include a short statement describing the object for which the corporation is being established, the procedures for membership and participation in the corporation, the provisions for disposition of the assets in the event of dissolution of the corporation, and the signature and post office address of each of the persons forming the corporation. Finally, if you are forming a professional corporation, the articles of incorporation must also include a short statement detailing the professional services for which the professional corporation is organized. Once the appropriate articles of incorporation have been filed and accepted, corporate existence commences. Template forms for the articles of incorporation are available on the New Hampshire Department of State Corporate Division website. There is a required fee to file the articles of incorporation.
In addition to the articles of incorporation, the founders or directors of the corporation must draft the bylaws. While the articles of incorporation contain some basic information and legal parameters of the corporation, the bylaws are more detailed. The bylaws as the rules for how your corporation is run. For example, the corporate bylaws may include information about how directors are elected and removed, the duties of the officers and meeting requirements.
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