North Dakota Corporation Requirements

Each state has different requirements for forming a corporation. Whether you are starting a business or incorporating a business already in existence, you’ll want to understand state requirements for North Dakota incorporation.

Cost to incorporate in North Dakota

At BizFilings, we clearly outline our fees and the state fees to form a New York corporation. View our pricing to incorporate as a C corporation or S corporation to plainly see:

• BizFilings’ package prices. BizFilings offers three incorporation service packages from which you can choose.
• State fee for standard turn-around. Our pricing clearly shows the state fee to incorporate in North Dakota with standard turn-around.
• Expedited turn-around. You will see the BizFilings and state fee, if any, for expedited turn-around.
• Certified copy. Our pricing also clearly displays the BizFilings and state fee, if any, for issuing a Certified Copy of the Articles of Incorporation.

Corporate Name

The name must contain either the word or abbreviation of "Corporation," "Incorporated," "Limited" or "Company." It must be in the English language or any other language expressed in English letters or characters. It may not contain words implying the company is incorporated for a purpose other than that outlined in the Articles of Incorporation. The name may not be the same as or deceptively similar to the name of a domestic or foreign corporation, limited liability company, limited partnership, reserved name, registered fictitious name, or trade name unless consent is given.

Director information

The following are North Dakota’s requirements for directors of corporations:

• Minimum number. Corporations must have one or more directors.
• Residence requirements. North Dakota does not have a provision specifying where directors must reside.
• Age requirements. North Dakota does not have age requirements.
• Inclusion in the Articles of Incorporation. Director names and addresses are not required to be listed in the Articles of Incorporation.

Requirements for the Articles of Incorporation

The document required to form a corporation in North Dakota is called the Articles of Incorporation. The information required in the formation document varies by state. North Dakota's requirements include:

• Officers. Officer names and addresses are not required to be listed in the Articles of Incorporation.
• Stock. Authorized shares and par value must be listed in the Articles of Incorporation. An increase in the number of shares or par value can affect initial filing fees.
• Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in North Dakota. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.

Professional services businesses

North Dakota allows professionals, such as accountants, attorneys and physicians, to form a professional corporation (PC).

After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for North Dakota corporations.

Corporate records

North Dakota corporations must keep the following items with their corporate records at the principal location:

• The Articles of Incorporation and any amendments
• Bylaws and any amendments
• Financial statements
• Minutes of director and shareholder meetings for the last three years
• Reports made to shareholders for the past three years
• A share register, not more than one year old, containing the names and addresses of each shareholder and the number and class of shares held by each
• A record of the dates on which shares were issued
• A copy of agreements and contracts
• Shareholder control agreements

Corporate taxes and fees

The following are taxation requirements and ongoing fees for North Dakota corporations:

• Annual report. North Dakota requires corporations to file an annual report, which is due May 15. The filing fee is $25.
• Taxes. For complete details on state taxes for North Dakota corporations, visit Business Owner's Toolkit or the State of North Dakota .
• Federal tax identification number (EIN). An EIN is required for corporations that will have employees. Additionally, most banks require an EIN in order to open a business bank account.
• State tax identification number. North Dakota does not require a state tax identification number.

Business licenses

Business licenses and/or permits are required for most businesses. The BizFilings Business License Application Package can help you stay on top of these requirements.

S corporation election

North Dakota recognizes the federal S corporation election and does not require a state-level S corporation election.

Additional North Dakota information

View the following additional resources BizFilings has for forming and maintaining companies in North Dakota:

• North Dakota LLC Formation