Why Start an NC Corporation?
The North Carolina Department of Commerce offers a range of grants and incentives, giving businesses in North Carolina a competitive edge. Your corporation may be able to take advantage of these incentives, provided it meets certain qualifying criteria.
For example, the Job Development Investment Grant (JDIG) is an incentive program that provides cash grants directly to a company when the company creates jobs and invests in the state. JDIG grants hold companies to strict performance targets, but the grants can significantly help offset the cost of locating or expanding a facility in the state.
An NC incorporation may be the best choice for many entrepreneurs looking to start a larger business in the state. 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 what you wish to achieve. For smaller businesses, limited liability companies are usually a better option. LLCs are easier to set up and receive many of the same benefits as corporations, but with less regulation.
Learn more about forming a North Carolina LLC so you can decide which business entity is right for you.
Benefits of Forming a North Carolina C Corporation
- 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 North Carolina S Corporation
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 that apply 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 Secretary of State in North Carolina.
Start a Business in North Carolina 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 an NC 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 North Carolina 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 North Carolina business must have a unique 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 North Carolina Corporation Names page.
Once you’ve chosen a name, you’ll need to make sure it’s available in North Carolina. To see whether another company in the state is using your desired business name, use our tool to do a North Carolina entity search. You can also carry out a name search on the Secretary of State's website.
2
Provide an Official Business Address for Your Corporation
All North Carolina corporations must have a designated address. It could be a building where your office is located, your home address (if you’re running the company from your residence) or any physical address of your choice. The address can be outside the state of North Carolina and can be a P.O. Box.
A virtual mailbox may also be used as your business address. Incfile can provide you with a North Carolina virtual mailbox where we'll receive your mail, scan it and upload it for your online review. This can be especially helpful if you run a home-based business and don't want your place of residence published as part of your business public record.
3
Assign a Registered Agent
Someone who receives official correspondence and documentation and is responsible for filing reports with the North Carolina Secretary of State is known as a Registered Agent. Every North Carolina corporation is required to have a Registered Agent.
You may fill this position yourself, assign another manager in your business or use a Registered Agent service. If your Registered Agent in North Carolina is a person, they must have a physical street address in North Carolina and must be available during business hours to receive important documents on behalf of your company. You'll appoint your Registered Agent when you file your Articles of Incorporation with the Secretary of State and formally create your corporation.
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 North Carolina Secretary of State
Once you've gathered all the information for your corporation, you’ll need to file your Articles of Incorporation online via the Secretary of State's business creation wizard and officially create your business.
Here’s what is typically included in the Articles:
- Your business name
- The corporation’s capital structure (number of shares to be issued)
- Registered Agent's name and address
- The principal address of the corporation
- The name and address of each incorporator
- The filer's name and signature
It is requested that you file your Articles of Incorporation online via the business creation wizard; however, you may also mail a form to the Office of the Secretary of State or file it in person. Incfile can also complete the filing on your behalf.
File by Mail
Business Registration Division
PO Box 29622,
Raleigh, NC 27626-0622
File in Person
2 South Salisbury Street
Raleigh, NC 27601
You only need to file your Articles of Incorporation in North Carolina once, but every thereafter, you'll also need to file an annual report with the Secretary of State in NC. 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 North Carolina?
| State Fee | State Filing Time | Expedited Filing Time |
| $128 | 4 Weeks | 5 Business Days |
| State Fee | $128 | |
| State Filing Time | 4 Weeks | |
| Expedited Filing Time | 5 Business Days |
Annual Report
Frequency
Annually
Due Date
April 15th
Filing Fee
$23**includes $3 paper copy fee
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'll use this number for filing and paying taxes, submitting payroll information and payments for your employees and opening a business bank account. You can obtain one directly from the IRS, or Incfile can get one for you as part of the NC corporation creation process.
6
Write Bylaws
A set of rules that govern 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 will be, among other things.
Some states - including North Carolina - legally require companies to create bylaws. You don't however need to file your bylaws with the Secretary of State - simply keep them with your other business records.
It's always a good idea to write and follow bylaws to protect your business from any future changes and events.
Types of NC Corporations
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 North Carolina C Corporation 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 North Carolina C Corporation to be treated as a North Carolina S Corporation, 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 North Carolina, allow certain occupations to form Professional Corporations. The North Carolina Professional Corporation Act § 55B-2 defines a Professional Corporation in North Carolina as:
"...a corporation which is engaged in rendering the professional services as herein specified and defined, pursuant to a certificate of registration issued by the Licensing Board regulating the profession or practice, and which has as its shareholders only those individuals permitted by G.S. 55B-6 of this Chapter to be shareholders and which designates itself as may be required by this statute, and which is organized under the provisions of this Chapter and of Chapter 55, the North Carolina Business Corporation Act."
Chapter 55B, § 55B-2 also specifies a few of the professions permitted to form a Professional Corporation in North Carolina, which include, but may not be limited to:
- Architects
- Attorneys-at-law
- Public Accountants
- Dentists
- Optometrists
- Osteopaths
- Chiropractors
- Registered Nurses
- Veterinarians
- Podiatrists
- Practicing Psychologists
- Engineers
Show all
Check with the Secretary of State to confirm whether your business should and can be a Professional Corporation.
Foreign Corporation
If your business operates in another state and you want to expand into North Carolina — or vice versa — you’ll need to form a Foreign Corporation.
Learn more about North Carolina Foreign Corporation registration.
Nonprofit Corporation
Charitable organizations may 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 type of business you want to start, or your personal circumstances and goals, an LLC may be a better option. For example, if you only want to build a small business that you yourself will run with just a few employees and you may not need the options to buy and sell stock.
A North Carolina 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 choose to go, we can help you with your North Carolina business registration.
Learn more about limited liability companies.
Sole Proprietorship or Partnership
These are the simplest kinds 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 North Carolina
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, assumed business names, reserving names for NC corporations and more.
How to appoint, change and search for Registered Agents. Also includes the duties service of process agents fulfill and the rules they’re required to follow.
Details the various fees you’ll need to pay and the state and federal requirements you’ll need to meet. Includes details about Employer Identification Numbers (EINs), state and federal business licenses, annual reports and more.
Covers the various taxes you’ll have to pay to the state and federal governments. Includes details about state taxes such as income, sales and franchise, and federal taxes such as income and self-employment.
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