Why Incorporate in Nevada?
Considered one of the top 10 most business-friendly states in the nation, Nevada doesn't have corporate income tax, personal income tax or franchise tax. In addition, Nevada offers several business and tax incentives, provided your corporation meets certain criteria.
For example, the Opportunity Zone Program was designed to encourage long-term private investment in low-income communities.
For many entrepreneurs looking to start a larger business, creating a Nevada corporation may be the best choice. As a corporation, your business is able to buy and trade stock, and when it comes to excess profits, corporations offer more flexibility than a limited liability company (LLC). A corporation is allowed to pass income and losses to its shareholders, who report taxes on an individual tax return at ordinary levels.
Is an LLC Better Than a Corporation?
It all depends on your goals. Limited liability companies are generally better for smaller businesses. An LLC is easier to set up, and you receive many of the same benefits as a corporation, but with less regulation.
Learn more about forming a Nevada LLC so you can decide which business entity is right for you.
Benefits of Forming a Nevada C Corp
- The strongest form of liability protection possible by insulating your personal assets and finances from business debts, obligations, damages, bankruptcy or other liabilities
- Several options to create, buy, sell or transfer stock, including publicly
- The ability to issue more than one type of stock
- The ability to raise more funds by issuing more stock
- The ability to sell stock to investors inside and outside the U.S.
Benefits of Forming a Nevada S Corp
It offers several advantages similar to those provided by a C Corp including, but not limited to:
- Options for creating, transferring and selling stock, though not as many as a C Corp
- The capacity for up to 100 shareholders
- Simpler rules than those applicable to C Corporations
- Easy transfer of ownership simply by selling your stock
- The possibility of saving money by allowing you to pay less self-employment tax
In this guide, you’ll find information on naming your corporation, getting a Registered Agent, the fees you’ll need to pay, business taxes and much more. We also cover what you'll need to register your corporation and how you'll interact with the Nevada Secretary of State.
Start a Business in Nevada Checklist
To help you along the way, use our Starting a Business checklist to keep track of everything you need to do to get your business up and running.
How to Form a Nevada Corporation Yourself in 6 Steps
Step 1 - Choose a Unique Business Name and Complete a State Business Search
Step 2 - Provide an Official Business Address for Your Corporation
Step 3 - Assign a Registered Agent
Step 4 - File Your Articles of Incorporation with the NV Secretary of State
Step 5 - Get an Employer Identification Number (EIN) from the Internal Revenue Service
Step 6 - Write Your Bylaws
1
Choose a Unique Business Name and Complete a State Business Search
Every Nevada business must have an unmistakable name that hasn't already been claimed by another business in the state. If you’re having difficulty thinking of a name, try using our Business Name Generator to gather ideas. You'll need to follow a few naming rules, which you can read about in detail on the Nevada Corporation Names page.
Once you’ve chosen a name, you’ll need to make sure it’s available in Nevada. To learn whether another company in the state is using your desired business name, use our tool to do a Nevada entity search.
You can also carry out a name search on the NV SilverFlume Business Portal.
2
Provide an Official Business Address for Your Corporation
Every Nevada corporation must have a designated address. That could be your personal residence (if you’re running the company from your home), a building where your office is located or any physical address of your preference. The address can be outside the state of Nevada and can be a P.O. Box.
You may also be able to use a virtual mailbox for your business address. Incfile can provide you with a Nevada virtual mailbox where we'll receive your mail, scan it and upload it for your online review. This can be especially convenient if you run a home-based business and don't want your home address published as part of your business public record.
3
Assign a Registered Agent
Someone who receives official correspondence and is responsible for filing reports with the Secretary of State is known as a Registered Agent. Every Nevada corporation is required to have a Registered Agent.
You can fill this position yourself, assign another manager in your business or use a Registered Agent service. If your Registered Agent in Nevada is a person, they must have a physical street address in Nevada and must be present during business hours to receive important correspondence on behalf of your company.
You'll appoint your Registered Agent when you file your Articles of Incorporation to create your business, and they must formally accept the appointment by signing within the Articles of Incorporation.
All of Incfile’s business formation packages include Registered Agent service. It’s free for the first year and just $119 per year after that. You can also access a digital dashboard to view any document we've received on your behalf.
4
File Your Articles of Incorporation with the NV Secretary of State
Once you've gathered all the information for your corporation, you’ll need to file your Articles of Incorporation with the Secretary of State. This will officially create your business.
Here’s what is typically included:
- Your business name
- Registered Agent's name and address and signature
- Names and addresses of directors
- Whether or not the entity is a close corporation
- Names and addresses of the Board of Directors/ Trustees or Stockholders
- Your corporation's purpose
- The corporation’s capital structure (number of shares to be issued, who owns them, pricing, etc.)
- The incorporator's name, address and signature
Your Articles of Incorporation can be filed online via the state's digital portal. You can also mail the form to the Office of the Secretary of State, or Incfile can file it on your behalf. The Nevada corporation filing fee is $725. This fee includes the filing fee of $75 as well as a fee of $150 for your initial annual list of officers and a fee of $500 for your state business license.
File by Mail
Secretary of State
202 North Carson Street
Carson City, Nevada 89701-4201
You only need to file your Nevada Articles of Incorporation once, but every year after, you'll also need to file an annual list of officers as well as renew your state business license. Incfile can remind you about this every year, or we can do it for you if you have us handle the paperwork.
What are the fees and requirements to incorporate in Nevada?
| State Fee | State Filing Time | Expedited Filing Time |
| $744 | 3 Weeks | 1 Business Days |
| State Fee | $744 | |
| State Filing Time | 3 Weeks | |
| Expedited Filing Time | 1 Business Days |
Annual Report and Business License
Frequency
Annually
Due Date
Due by the last day of the anniversary month of filing.
Filing Fee
$168Important
The Initial Annual Report and Business Licence are filed with the articles of incorporation. As such, the $350 fee is added to the $75 filing fee and used to satisfy payment for both the Initial Annual Report and Business License.
*Client will be responsible for filing Annual Report and Business License in subsequent years.*
5
Get an Employer Identification Number (EIN) from the Internal Revenue Service
You'll need an EIN to identify your business to the IRS. You use this number when filing and paying taxes, when submitting payroll information and payments for your employees and for opening a business bank account. You can obtain one directly from the IRS, or Incfile can get one for you as part of the Nevada corporation formation process.
6
Write Bylaws
A set of rules that dictate how a corporation will be run, bylaws detail how many directors the corporation will have, whether the board of directors will have annual meetings and what the voting requirements are, among other things.
Some states require companies to create bylaws. Nevada is one of the few states where you're not legally required to have them, but it’s always a good idea to write them to protect your business from any future changes and events.
Nevada Corporation Types
C Corporation
When you file to start a corporation, by default, it's a C Corp. This is the choice for large businesses that will trade shares in the stock market.
A Nevada C Corp will offer you several liability protections, but it will also be required to adhere to numerous strict rules and regulations. It will also likely have a substantial amount of administrative overhead and won't enjoy as many tax advantages as other corporation types.
Learn more about C Corporations.
S Corporation
Technically, an S Corporation isn't a business entity the way LLCs and C Corporations are. It's a tax filing status. An LLC or a C Corporation can be an S Corporation. It's just a matter of filing a form with the IRS.
The main reason to file as an S Corp is to save money on self-employment taxes. To get an idea of how much money you might save, use our S Corp Tax Calculator.
If you want your business to be treated as a Nevada S Corp, file the IRS Election by a Small Business Corporation form, also known as Form 2553 or an S Corp Election form.
Consult with your tax advisor or accountant to determine whether this is your best option.
Learn more about S Corporations.
Compare S Corp vs. C Corp to learn the benefits and drawbacks of both, and decide which one will best suit your needs.
Professional Corporation
Some states, including Nevada, allow certain occupations to form Professional Corporations. The Nevada Revised Statutes (NRS) defines this as:
"...a corporation organized under this chapter to render a professional service. 'Professional service' means any type of personal service which may legally be performed only pursuant to a license, certificate of registration or other legal authorization."
However, not all licensed professions may be permitted to form Professional Corporations. Per Nevada NRS, Title 7, Chapter 89, NRS 89.050, a few of the professions permitted to form a Nevada Professional Corporation include, but may not be limited to:
- Architects
- Interior Designer
- Professional Engineer
- Chiropractors
- Psychologists
Check with the NV Secretary of State to confirm whether your business should and can be a Professional Corporation.
Close Corporation
Put simply, a Close Corporation is one that has a limited number of shareholders, and isn't publicly traded.
Usually, Close Corporations are exempt from corporate requirements, such as having a board of directors and holding annual meetings. Per NRS Title 7, Chapter 78A, NRS 78A.090, "a close corporation may operate without a board of directors if the articles of incorporation contain a statement to that effect."
This entity is often chosen by family-owned businesses to prevent non-family members from establishing or claiming any ownership of the company.
Foreign Corporation
If your business operates in another state and you want to expand into Nevada — or vice versa — you’ll need to form a Foreign Corporation.
Learn more about Nevada Foreign Corporation registration.
Nonprofit Corporation
Charitable organizations can incorporate as nonprofit corporations. This means all the profits they generate are donated to the organization supported by the charity, minus administrative costs.
A nonprofit corporation is also exempt from federal and state taxes, allowing more of the profit to benefit the charity.
Note: Everything in this guide applies to for-profit corporations, and mostly to C Corps and S Corps. Items listed as requirements for forming a corporation may or may not also apply to nonprofits.
Limited Liability Company
Depending on the kind of business you want to start, or your personal circumstances and goals, an LLC may be a better option. For example, you may not need the options to buy and sell stock. Or you may simply want to build a small business with a few employees or even just yourself.
A Nevada LLC is usually a better option for a smaller business. It's easier to set up, but it still offers you certain advantages you'd get from a corporation. You can even have your LLC treated as an S Corporation for tax purposes to save you money.
Regardless of which direction you decide to go, we can help you with your Nevada business registration.
Learn more about limited liability companies.
Sole Proprietorship or Partnership
These are the simplest types of businesses to set up. That's because there's no real setup to do. If you don't choose to form a separate business entity, by default, you'll have either a sole proprietorship (just you) or a partnership (you and one or more other people).
Neither of these options provide you with any special benefits or liability protections and can leave your personal assets vulnerable. For these reasons, we don't recommend them.
Compare business entity types to decide which one is best for you.
Helpful Resources from the State of Nevada
More Information in This Guide
You’ll find plenty more insight and guidance on the other pages of this guide, including:
How to search the state business registry and find the right name. Includes information on naming rules, fictitious names, reserving a corporation name and more.
How to appoint, change and search for Registered Agents. Also includes the duties they fulfill and the rules they’re required to follow.
Details the various fees you’ll need to pay, as well as the state and federal requirements you’ll need to meet. Includes details about Employer Identification Numbers (EINs), state and federal business licenses, annual lists of officers and more.
Covers the various taxes you’ll have to pay to the state and federal governments. Includes details about state taxes such as sales tax, and federal taxes such as income and self-employment.
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