How to Start a DC Corporation


Steve Bennett
Steve Bennett
Business Formation Expert
Steve runs LLCBuddy, helping entrepreneurs set up their LLCs easily. He offers clear guides, articles, and FAQs to simplify the process. His team keeps everything accurate and current, focusing on state rules, registered agents, and compliance. Steve’s passion for helping businesses grow makes LLCBuddy a go-to resource for starting and managing an LLC.

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Start a DC Corporation

When you plan to start a business in DC, you must decide on the appropriate structure. Starting a corporation may be more complicated than creating an LLC in DC or a sole proprietorship. However, it is not that difficult as well. There are a few guidelines that you should be aware of when it comes to creating DC corporation. Starting a corporation involves a legal process, that is, the process of incorporation.

In this article, I will share a step-by-step guide to start a corporation in DC. I will also enlighten you on the advantages and disadvantages of having a corporation. Some people consider starting a corporation in DC more than other business structures since it has many advantages over other forms.

What is a Corporation in DC

In definition, a corporation is a formal organization established by stockholders, shareholders, or other people to make a profit. Like individuals, corporations can undertake contracts, own assets, sue and be sued, pay taxes, limit state and federal taxes, and loan funds from banking institutions.

Common Types of Corporations

Before you start with the process of forming a corporation, you should know what type of corporation you will form. There are several different forms of corporations you can take into consideration, depending on your corporation’s objectives and ownership structure.

  • C-Corporation: C-Corporation is the most known type of incorporation. They have almost all corporate distinguishing characteristics. Profits are distributed to corporate owners who are taxed at an individual level. The corporation is taxed similarly to a business unit.
  • S-Corporation: An S-Corporation is set up similarly to a C-corporation but has different tax implications and owner limits. S-corps have no more than 100 stockholders and are not taxed separately. These business units must also file paperwork with the Internal Revenue Service (IRS) to obtain their status.
  • Non-profit Corporation: Nonprofit businesses are frequently used by religious, educational, and charity institutions to run their operations without making a profit. Thus, a nonprofit corporation is exempt from paying taxes. The nonprofit organization’s gifts, contributions, or cash are reinvested in the company to fund its growth, future endeavors, or operations. Read how to start a nonprofit corp in DC to learn about nonprofit corporations.

If you have a small business, it is recommended that you form an LLC instead of a corporation in DC. LLCs have more tax benefits than other structures. Besides, LLCs protect your personal assets. However, it is wise to consult a legal expert before you start setting up your business in DC.

LLCBuddy Editorial Team

How to Start a Corporation in DC

To start a corporation in DC, you must follow the below steps that, include forming a corporation name, appointing a board of directors, filing for Articles of Incorporation, drafting corporate bylaws, meeting with the board of directors, issuing stocks, creating a shareholders agreement, requesting for an EIN, and getting a license and permit. All these steps are basic ones. It can be changed depending on the type of corporation you form and the nature of your business.

Step 1: Choose a Corporation Name in DC

Naming your business is one of the most crucial activities during the startup phase. Your corporation name serves as the foundation for your brand. Legal procedures should be taken into account when choosing your corporation name. Choose a corporation name that will enable you to develop a strong brand identity without being hampered by irrelevant factors.

If you are forming an LLC, there is a complete guide on DC LLC name guidelines for a proper LLC name. Here are some guidelines you must follow while naming your corporation in DC-

  • Your business name must contain entity identifiers, such as “Incorporated,” “Limited,” “Corporation,” or “Company,” or an abbreviation, such as “Inc.,” “Co.,” or “Ltd.”
  • Exclude any words in your business name, such as “Trust,” “Bank,” “Credit Union,” or “Trustee,” or words related to a government agency, such as “FBI,” “State Department,” or “Treasury.”

Step 2: Board of Directors Initial Appointment

To form a corporation in DC, you must appoint an initial board of directors before making them permanent once the corporation is formed. In DC, you may appoint at least Three board of directors. The initial board of directors is in charge of guiding the overall strategy of your business. The structure, responsibilities, and powers given to a board of directors are determined by the bylaws of a company or organization. So, appointing your corporation’s initial board of directors in DC is a big step in forming a corporation.

Step 3: Filing the Articles of Incorporation in DC

After you appoint the initial board of directors in your DC corporation, the next step is to write and file a Articles of Incorporation. In writing, the DC Articles of Incorporation, the corporation name, principal place of business, the purpose of business, DC Registered Agent contact information, and the names and addresses of incorporators and/or initial board members, should be written.

Filing a Articles of Incorporation in DC may be done with two methods, online and by mail. The Articles of Incorporation fee may vary from different states. However, in DC, it costs $220 for filing online and by mail filing.

  • Online Filing: Create an account/Log in to the SOS site, get the e-form, fill it, and submit online. Or get the online PDF, fill it up and upload it back on the site.
  • Offline filing: Send the form by mail to Department of Consumer and Regulatory Affairs, Corporations Division, P.O. Box 92300, Washington, D.C. 20090

Step 4: Draft Corporate Bylaws

Now you are done filing a Articles of Incorporation in DC, the next step is to draft corporate bylaws. Corporate bylaws are the basic rules that control a corporation. It includes the organization’s structure, processes, laws, and rules. As a result, all personnel, managers, and corporation members must obey the firm’s rules.

In creating corporate bylaws, you should include the following on how the decisions will be made-

  • The responsibilities are given to each officer.
  • How will judgments in business be made?
  • Where and when are the annual shareholder meetings?
  • The minimum number of shareholders required for decision-making.
  • Location and timing of dividend payments.

Step 5: Hold the First Board of Directors’ Meeting

After drafting the corporate bylaws, gather all the board of directors for the first meeting. This meeting will be finalized by appointing directors to manage the company’s daily operations, approve the bylaws, choose the corporation’s accounting year, and approve the stock issue. All board meetings should have minutes taken and stored with the company’s records.

Step 6: Issuing Stock in a Corporation

After starting your DC corporation, one of the first official corporate actions is issuing stock to the shareholders. Keep track of the number of shares issued to each shareholder and the purchase price. A corporation in DC is managed by its shareholders, who contribute to the business in exchange for ownership shares.

Step 7: Draft and Finalize a Shareholders Agreement

Even though drafting and finalizing a shareholders agreement is unnecessary, I suggest you still comply since it will benefit your corporation and its shareholders. A small business’s shareholders enter into a shareholder agreement contract. It establishes how ownership will be handled in unexpected situations, like a shareholder passes away, retires, becomes disabled, or quits the corporation. Early on in the life of your DC corporation, signing a shareholders’ agreement can help maintain corporate continuity and prevent future disputes.

Step 8: Request an EIN in DC

After everything is in place, you should get or request an Employer Identification Number (EIN). An EIN will serve as the tax ID for your DC corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in DC can be through the following:

  • Apply Online- The EIN online application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is 4 weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

After you have your EIN number, you can benefit in a number of ways. It will give your corporation the final advantage necessary to operate at full capacity without encountering legal or judicial issues.

Step 9: Get Licenses and Permits for your Corporation in DC

Before your corporation operates in DC, you must have a business license. A business license is a document issued by a government agency that permits you to operate your business in the geographic region that that agency governs. To legally operate your corporation, you’ll need a business license. Numerous corporate licenses need to be filed and renewed regularly. Check out how to get business licenses and permits in DC to know more.

You must also register a DBA name if you intend to conduct business using a name other than your corporation’s legal name. The DBA name is sometimes known as “doing business as” or a “fictitious business name.” Depending on your location, you may need to register the DBA with your state, city, and county. You can skip this step if your business solely uses your legal company name.

Important Information

Paying your Taxes in DC

Even if you have established your corporation in DC, pay your taxes and keep everything up to date so you won’t pay any penalty. Unlike an LLC, there is a corporate tax that every corporation in DC has to pay. On the other hand, they must pay income taxes based on their business income. Some other types of taxes in DC are sales tax, franchise tax (not applicable to all the states), and other state taxes.

Cost of Forming a Corporation in DC

A filing and annual fee must be paid to form a corporation in DC. Without it, your corporation won’t operate. The initial filing fee for a corporation may vary depending on the state. However, in DC, it costs $220 for filing online and by mail filing. The corporation in DC also has to file an annual report (though it might not be mandatory, it is recommended to file one). Ensure you comply with all the necessary fees and costs so your corporation will run successfully and smoothly. If, in the future, you make any changes to your corporation, you must file the DC Amendment. It costs $220.00 to file an amendment in DC.

Advantages of Starting a Corporation in DC

  1. Limited Liability: The biggest advantage of setting up a DC corporation is that the shareholders are not personally responsible for the debts of the company. As a result, when you incorporate as a corporation, personal assets like homes, vehicles, and other possessions are prohibited. One of the main benefits of setting up a corporation over a general partnership or sole proprietorship business structure is that neither the business nor the owners are held legally responsible for the obligations of the business, even if it means giving up their personal assets.
  1. Limitless Corporation: The fact that a corporation’s existence is independent of its owners is another significant benefit of incorporation. In other words, a corporation has an endless life and will continue operating normally even if the owner dies or decides to sell their ownership.
  1. Advantages in Tax: The deduction of health insurance premium payments made on behalf of an owner-employee is one of the many financial benefits to which corporations are entitled. Corporations also save on self-employment taxes since their revenue is not subject to workers’ compensation, Social Security, or medical taxes. Tax rates on corporate profits are lower than those on individual income.

FAQs

What is the process of starting a corporation in DC?
To start a corporation in DC, you must first choose a business name, select a registered agent, file articles of incorporation with the DC Department of Consumer and Regulatory Affairs, and obtain the required licenses and permits.
Is it expensive to start a corporation in DC?
The cost of forming a corporation in DC varies based on the type of entity and the services you choose. Generally, you can expect to pay at least several hundred dollars in filing fees, plus any applicable taxes.
Are there different types of corporations I can form in DC?
Yes, there are several types of corporations you can form in DC, including C-corporations, S-corporations, and LLCs.
Do I need a registered agent for my DC corporation?
Yes, all corporations formed in DC must have a registered agent based in the District.
How do I choose a business name for my DC corporation?
When selecting a business name for your DC corporation, it must be distinguishable from any other existing business name registered with the state. Additionally, it cannot include any restricted words or phrases, such as ‘bank’ or ‘attorney’.
How do I file articles of incorporation with the DC Department of Consumer and Regulatory Affairs?
To file articles of incorporation with the DC Department of Consumer and Regulatory Affairs, you must complete and submit the Articles of Incorporation form, along with the required filing fee.
Are there any special steps I need to take to form a C-corporation in DC?
Yes, in addition to filing articles of incorporation with the DC Department of Consumer and Regulatory Affairs, you must also draft and adopt corporate bylaws and issue stock certificates to shareholders.
Is there a minimum number of shareholders required to form a DC corporation?
No, there is no minimum number of shareholders required to form a corporation in DC.
What types of licenses and permits do I need to operate a DC corporation?
Depending on the type of business you are operating, you may need to obtain various licenses and permits from the DC Department of Consumer and Regulatory Affairs. Additionally, you may need to obtain federal and local business licenses.
Is there a deadline for registering my DC corporation?
Yes, you must register your DC corporation within 60 days of formation or you may be subject to a penalty.
What is required to start a corporation in DC?
To get started, you’ll need to file articles of incorporation with the DC Department of Consumer and Regulatory Affairs (DCRA). Additionally, you’ll need to obtain a business license and register your business with the DC Office of Tax and Revenue.
What information is needed to form a corporation in DC?
You’ll need to provide basic information about your business, such as the name, address, and type of the business. You’ll also need to provide information about the incorporator, such as name, address, and signature.
What are the filing fees for forming a corporation in DC?
The filing fee for articles of incorporation with the DCRA is $220. Additionally, you may need to pay a business license fee and a registration fee with the DC Office of Tax and Revenue.
How long does it take to form a corporation in DC?
It typically takes 5-7 business days to form a corporation in DC.
What kind of documents do I need to form a corporation in DC?
You’ll need to file articles of incorporation with the DCRA. Additionally, you may need to obtain a business license and register your business with the DC Office of Tax and Revenue.
Are there any additional fees required to form a corporation in DC?
In addition to the filing fee, you may be required to pay a business license fee and a registration fee with the DC Office of Tax and Revenue.
What are the advantages of forming a corporation in DC?
Forming a corporation in DC has many advantages, including limited liability protection for shareholders, perpetual life for the business, and the ability to raise capital.
What are the disadvantages of forming a corporation in DC?
Forming a corporation in DC also has some disadvantages, such as increased administrative costs, taxes, and formalities, as well as increased legal liability.
Do I need to have a physical address in DC to form a corporation?
Yes, you’ll need to provide a physical address in DC for the registered office and the principal place of business.
Do I need to file annual reports for my DC corporation?
Yes, all corporations must file annual reports with the DCRA.
What is the tax rate for a corporation in DC?
The corporate income tax rate for a corporation in DC is 9.975%.
Do I need to file taxes for my DC corporation?
Yes, all corporations must file taxes with the DC Office of Tax and Revenue.
How do I dissolve a corporation in DC?
You can dissolve a corporation in DC by filing articles of dissolution with the DCRA.
What steps do I need to take to close my DC corporation?
To close your DC corporation, you’ll need to file articles of dissolution with the DCRA, file taxes, and pay any outstanding debts.
Can I form a nonprofit corporation in DC?
Yes, you can form a nonprofit corporation in DC by filing articles of incorporation with the DCRA.
Is it possible to form an LLC in DC?
Yes, you can form an LLC in DC by filing articles of organization with the DCRA.
Is it possible to form an S-corporation in DC?
Yes, you can form an S-corporation in DC by filing articles of incorporation with the DCRA.
Do I need to register my DC corporation with the Secretary of State?
No, you don’t need to register your DC corporation with the Secretary of State.
Are there any special requirements for foreign corporations in DC?
Yes, foreign corporations must register with the DCRA and obtain a certificate of authority before doing business in DC.
Is it possible to change the name of my DC corporation?
Yes, you can change the name of your DC corporation by filing an amendment to the articles of incorporation with the DCRA.
Are there any special requirements for professional corporations in DC?
Yes, professional corporations must register with the DCRA and obtain a certificate of authority before providing professional services in DC.
Are there any special requirements for foreign LLCs in DC?
Yes, foreign LLCs must register with the DCRA and obtain a certificate of authority before doing business in DC.
Do I need to file a franchise tax return for my DC corporation?
Yes, all corporations must file a franchise tax return with the DC Office of Tax and Revenue.

Also Read

Why DC Corporation is So Important

One of the primary reasons DC Corporation is so important is its commitment to public service. The employees and leadership of this corporation work tirelessly to ensure that the residents of Washington, DC have access to quality services, clean streets, and safe neighborhoods. Without the dedication and hard work of the individuals within the DC Corporation, our city would not be the vibrant, thriving metropolis that it is today.

In addition to its role in providing essential services to the residents of DC, the corporation also plays a critical role in supporting the local economy. By contracting with local businesses and providing jobs to DC residents, the corporation helps to stimulate economic growth and ensure a thriving business community within the city. This, in turn, helps to attract new businesses and investments to our nation’s capital, further bolstering our local economy.

The DC Corporation is also instrumental in promoting sustainability and environmental stewardship within the city. By implementing programs and initiatives focused on energy efficiency, waste reduction, and green infrastructure, the corporation is helping to create a more sustainable and environmentally conscious city. In an era where climate change is a pressing issue, the work of the DC Corporation in promoting environmental sustainability is more important than ever.

Furthermore, the DC Corporation plays a crucial role in promoting equity and social justice within our city. By providing access to essential services and resources for all residents, regardless of socioeconomic status, the corporation helps to level the playing field and ensure that everyone has an equal opportunity to succeed. This commitment to equity and social justice is essential for building a more inclusive and fair society in which all residents can thrive.

Overall, the DC Corporation is an invaluable asset to our city and our nation as a whole. Through its dedication to public service, economic development, environmental stewardship, and social justice, the corporation plays a critical role in shaping the future of Washington, DC. As we look towards the future, it is imperative that we continue to support and invest in the work of the DC Corporation to ensure a brighter tomorrow for all residents of our nation’s capital.

Conclusion

When determining which corporate form is best for you, be selective. You must know which business structure is bet-fitted for your product/service in DC. Consult a legal professional before you take the first step while setting up your business. Finding the ideal ratio of corporate advantages and legal protection that meets your unique needs is very important. In forming a corporation in DC, you need to ensure that every detail is well-formed so that your corporation will be successful. And if you have any questions, share them in the comment section below.

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