How To Incorporate In Nebraska
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1. Choose a Name for Your Nebraska Corporation
Check on Available Names in Nebraska: Before you incorporate your small business in the state of Nebraska, you should find a unique name for your corporation. To determine that the name that you have chosen is not being used by another corporation, you should search online and other records. There is a searchable online database of registered corporations in the state of Nebraska at Nebraska Corporation. You can also check name availability by sending a written request to the office of the Secretary of State, P.O. Box 94608, Lincoln, NE 68509-4608.
Reserve a Corporate Name: It is not required that you reserve a name before you file Articles of Incorporation in Nebraska, but if you are not planning to file right away and you want to reserve a particular name until the time that you file, you can submit a name reservation application to the office of the Nebraska Secretary of State. You can download the application form online at Reserve a Nebraska Corporation Name. The filing fee is $30.00 and the name will be reserved for 120 days.
Filing Trademarks and Doing a Corporate Name Search: You should be aware that a corporation in another state could be using the same name as your corporation, even if the name that you have chosen for your corporation is available in the state of Nebraska. You may encounter restrictions on your use of the name that you have chosen. Consult an attorney to find out what these restrictions are and how you can trademark and protect the name that you have chosen for your corporation.
Nebraska Corporate Name Requirements: When you choose a name for your corporation, keep in mind that in the state of Nebraska corporate names need to include the word “corporation,” “incorporated,” “limited,” “company” or an abbreviation of one of these words.
2. Find a Registered Agent in Nebraska
Before you incorporate your small business in the state of Nebraska, you need to have a registered agent for your corporation. Your registered agent acts as an agent for service of process, receiving all legal and tax documents for your corporation. You may indicate an adult resident of Nebraska or a corporation as your registered agent, but your corporation cannot act as its own registered agent.
3. File Articles of Incorporation with the Nebraska Secretary of State
Minimum Requirements: You need to file Articles of Incorporation with the Secretary of State in order to incorporate. There is no form for this document in the state of Nebraska, so you will need to create your own. This document must include the name of your corporation, the name and address of your registered agent, the number of shares authorized by your corporation, and the name and address of each incorporator. All of the incorporators need to sign the Articles of Incorporation before you file. You can view the Nebraska statutes governing Articles of Incorporation documents online at File a Nebraska Corporation.
Other Nebraska Legal Provisions: You can include any additional articles in your Articles of Incorporation document that may be relevant. Consult an attorney when you are preparing to file Articles of Incorporation so that you can be sure to include whatever additional legal provisions that may be relevant to your corporation.
Where to Submit Form: Your signed Articles of Incorporation document should be submitted in duplicate to the office of the Secretary of State, P.O. Box 94608, Lincoln, NE 68509-4608. For filing tips, go to Nebraska Corporation Set up.
Filing Fee: The filing fee for Articles of Incorporation in Nebraska depends on the number of shares authorized by your corporation, starting at $60.00. For the full fee schedule, go to How to File a Nebraska Articles of Incorporation.
4. Create Other Nebraska Incorporation Documents (Corporate Kits)
Once you have created your Articles of Incorporation, you need to think about the next actions that you will take in your corporation, such as appointing officers and directors, adopting corporation bylaws, issuing stock certificates, obtaining a tax ID number, and acquiring a business license. You can also consider creating other types of corporate documents such as buy-sell agreements, shareholders agreements that determine when stock can be sold, and documents that describe what happens in the event that an owner decides to leave the company. These types of corporate documents can prove to be very useful when a corporation has multiple owners. Consult an attorney when it is time to draft these documents so that you can be sure to comply with legal requirements. There are also various corporate service companies that work with corporations to create these important corporate documents.
5. Qualify Your Nebraska Corporation to Do Business in Other States
Another thing that you can to do after filing Articles of Incorporation is to learn how you can qualify your corporation to do business in other states. If the main office of your corporation is located in another state, you need to qualify your corporation to do business in that state. You will most likely be required to pay taxes in your home state when you do business in other states. To learn more about how you can qualify your corporation to do business in other states, go to Doing Business in other states.
6. Make Annual Filings and Pay Annual Fees and Taxes in Nebraska
As a registered corporation in the state of Nebraska, your corporation may need to make some periodic filings with the Secretary of State. Contact the office of the Secretary of State to obtain more information about what filings may apply to your corporation.
Your corporation will be subject to Nebraska state income taxes. You must file a corporate income tax form with the state and pay the required taxes. To download tax forms and learn more about the corporate tax in Nebraska, go to the official website of the Nebraska Department of Revenue: Nebraska Corporation Tax. Consult a professional accountant when it is time to prepare the tax documents for your corporation. An accountant will help you to avoid mistakes in the preparation of your tax documents that could cost you extra taxes.
You face many decisions when you are incorporating your small business. These decisions can be especially complex if your corporation has multiple owners. Consult an attorney and an accountant during this process. Then you can feel more confident that the paperwork for your corporation is being processed correctly.
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This site is for informational purposes only and does not constitute legal, financial or tax advise. The information on this site should not be relied upon as an official source of information and should be independently verified.
