How to File North Dakota Articles of Incorporation


Steve Goldstein
Steve Goldstein
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File North Dakota Articles of Incorporation

Incorporating a business is essential for entrepreneurs looking to establish their venture as a separate legal entity. By filing Articles of Incorporation, business owners in North Dakota can enjoy myriad benefits, such as limited liability, tax advantages, and increased credibility. However, the incorporation process may seem daunting for many, especially those not well-versed in the legal intricacies of their state. This article is a comprehensive guide on how to file North Dakota Articles of Incorporation, taking you through the necessary steps and requirements to establish your corporation successfully.

Whether you are a startup founder or a seasoned business owner, understanding the process of filing Articles of Incorporation in North Dakota, popularly known as The Peace Garden State, is crucial for the seamless formation of your corporation. The following sections will outline the paperwork, fees, and registration procedures specific to North Dakota, along with tips on navigating potential roadblocks and ensuring your application is approved. Let’s dive in and explore the ins and outs of incorporating your business in North Dakota.

What is Articles of Incorporation in North Dakota?

The Articles of Incorporation is a legal document required to file with the state government to legalize the creation of your corporation. In other words, filing these documents with the North Dakota Secretary of State ensures the formation of the corporation in North Dakota officially. The Articles of Incorporation is similar to filing the North Dakota LLC Articles of Organization while filing an LLC in North Dakota.

North Dakota, also known as The Peace Garden State, has some rules when it comes to file the Articles of Incorporation. We shared the step-by-step process here to file the incorporation document with the North Dakota SOS. Checking with the SOS is recommended for more information.

It is always wise to consult a legal professional before you file your company under the North Dakota SOS. FIling process can be easy, but it is sensitive. If you miss anything, it can totally stope the filing process.

– LLCBuddy Editorial Team

How to File North Dakota Articles of Incorporation

You can file the Articles of Incorporation in several ways based on the state you are willing to start your corporation. In North Dakota, you can file it in two methods, online and by mail. The details are similar to the details you need when forming an LLC. Here are the details you must submit while filing the documents-

Step 1: Get the Form and Enter the Details

The first step is to get the Articles of Incorporation form from the North Dakota Secretary of State. You will get both offline and online forms on the site, as available. You must pay the $100 for online and by mail filing when submitting the form. Following are the details you must add to your incorporation form-

Name of the Entity

The first thing you need to do is submit your company’s name. Make sure to mention the exact name of the company that you decided on. Like the LLC naming guidelines, you must also follow the North Dakota corporation naming requirements too. There are a few points to note when you name your company. They are,

  • You cannot have a name used by other companies or businesses.
  • You cannot have any name that is misleading or the same as government organizations.
  • Banks, Insurance, Insurer, or any such names cannot be used as they reflect the financial organization.
  • You must add terms like corporation, limited, company, incorporated, or incorporation. You can also add abbreviations like co., ltd., inc., and corp instead of the above terms.

Address of the Corporation

The next section of the form is to provide your main address. It is necessary to have a physical street address in North Dakota. For those running an online business, you must provide any address in the state (including your home address) where you will receive all the business and legal documents and mail. While sharing your address, make sure not to use abbreviations, such as N.Y. for New York or L.A. for Los Angeles.

North Dakota Registered Agent

The next point is to provide information about the Registered Agent. The North Dakota Registered Agent is an individual or business entity that is responsible for receiving all the legal and official documents on behalf of the company. They must be aged above 18 years and have eligibility to conduct business in the state. The Registered Agent should be legit and experienced because, in case of any lawsuit, you need an expert to handle your issues. In most cases, the Registered Agent’s official address is the company’s official mailing address. If you form an LLC, hiring a registered agent is the most crucial step in the process.

Shares and Stocks

The next important information you must provide is about the stocks and shares. While filing the Articles of Incorporation, you must mention a minimum of one share. In North Dakota, to start a corporation, you need at least Three director(s) initially. When filing the incorporation documents, you must provide the share of directors in the corporation. It decides the ownership of the company.

If you amend North Dakota Articles of Incorporation in the future, you will not be able to change the initial directors. You might need an additional form to change the initial directors’ details. You must check with the North Dakota SOS while filing the Articles of Incorporation amendment.

Additional Documents

You might need additional documents to submit along with the incorporation documents. In North Dakota, you can attach a cover letter with the documents as an additional document. if you are willing to start a foreign corporation in North Dakota, then you must add one document along with the Articles of Incorporation. Foreign corporations in North Dakota must submit the North Dakota Certificate of Good Standing along with the incorporation documents.

Signature

Finally, the signature of the directors and shareholders are required on the form. You can have more than one share and director. All your initial directors must submit their official signature while filing the corporation in North Dakota. Get their signatures to file the Articles of Incorporation.

Step 2: Submit the Articles of Incorporation in North Dakota

Once you are done filling up the form, now it is time for you to submit it. The form can be submitted in two methods, online and by mail. Checking with a legal professional or a formation service while filing your corporation is recommended. It is sensitive, and one mistake can stop the entire filing process immediately.

  • Online filing: Create an account/Log in to the SOS site, get the online form, fill it, and submit online
  • Offline filing: Send the form by mail to Secretary of State, State of North Dakota, 600 E Boulevard Avenue Dept 108, Bismarck ND 58505-0500

Cost of Filing the Articles of Incorporation in North Dakota

The cost of filing the Articles of Incorporation in North Dakota is an important aspect to consider when starting a new business. This one-time fee is necessary for officially registering your corporation with the Secretary of State and can vary depending on the specific requirements and regulations of North Dakota. In some cases, additional fees may be required for expedited processing or other optional services. It is crucial for entrepreneurs to budget for this expense and research the specific costs associated with their North Dakota in order to ensure a smooth and successful incorporation process. To file the Articles of Incorporation in North Dakota, you must pay a filing fee. The filing fee is $100 for online and by mail filing.

FAQs

What is an Article of Incorporation?
An Article of Incorporation is a document filed with a state government to legally create a corporation.
What is required to file Articles of Incorporation in North Dakota?
An individual filing Articles of Incorporation in North Dakota must provide the name of the corporation, purpose of the corporation, the duration of existence, the street address of the registered office, the name and address of the registered agent, and the number of authorized shares of stock.
How do I file Articles of Incorporation in North Dakota?
Articles of Incorporation can be filed with the North Dakota Secretary of State’s office online, by mail, or in person.
What information do I need to file Articles of Incorporation in North Dakota?
The information needed to file Articles of Incorporation in North Dakota includes the name of the corporation, purpose of the corporation, duration of existence, street address of the registered office, name and address of the registered agent, and number of authorized shares of stock.
How much does it cost to file Articles of Incorporation in North Dakota?
The filing fee to file Articles of Incorporation in North Dakota is $100.
How long does it take to file Articles of Incorporation in North Dakota?
The filing of Articles of Incorporation in North Dakota typically takes two to three weeks.
How long do Articles of Incorporation stay in effect in North Dakota?
Articles of Incorporation stay in effect in North Dakota until the corporation is dissolved.
Does North Dakota require additional filings after Articles of Incorporation are filed?
North Dakota requires corporations to file certain reports and documents with the Secretary of State’s office.
How often do I need to file reports in North Dakota?
Corporations must file an annual report in North Dakota each year with the Secretary of State’s office.
Are there any special requirements for foreign corporations filing Articles of Incorporation in North Dakota?
Yes, foreign corporations filing Articles of Incorporation in North Dakota must provide a copy of the certificate of existence from the state where the corporation was originally formed, as well as additional documents.
What happens if I don’t file the annual report in North Dakota?
Failure to file the annual report in North Dakota may lead to the dissolution of the corporation.
Is there a penalty for late filing of annual reports in North Dakota?
Yes, there is a penalty for late filing of annual reports in North Dakota.
Can I change the name of my corporation in North Dakota?
Yes, you can change the name of your corporation in North Dakota. You must submit a Certificate of Amendment with the North Dakota Secretary of State’s office.
Can I change the purpose of my corporation in North Dakota?
Yes, you can change the purpose of your corporation in North Dakota. You must submit a Certificate of Amendment with the North Dakota Secretary of State’s office.
What happens if I don’t file my taxes in North Dakota?
Failure to file taxes in North Dakota may lead to penalties and interest.
Can I dissolve my corporation in North Dakota?
Yes, you can dissolve your corporation in North Dakota by filing a Certificate of Dissolution with the North Dakota Secretary of State’s office.
Is there a fee to dissolve my corporation in North Dakota?
Yes, there is a fee of $50 to dissolve a corporation in North Dakota.
Can I transfer my registered agent in North Dakota?
Yes, you can transfer your registered agent in North Dakota. You must submit a Certificate of Change with the North Dakota Secretary of State’s office.
Can I change the number of authorized shares of stock in North Dakota?
Yes, you can change the number of authorized shares of stock in North Dakota. You must submit a Certificate of Amendment with the North Dakota Secretary of State’s office.
Do I need to file a statement of change of address in North Dakota?
Yes, you must file a statement of change of address with the North Dakota Secretary of State’s office if you change the registered office address.
Is there a fee to file a statement of change of address in North Dakota?
Yes, there is a fee of $20 to file a statement of change of address in North Dakota.
Can I file my Articles of Incorporation in North Dakota online?
Yes, you can file your Articles of Incorporation in North Dakota online.
What forms of payment are accepted to file Articles of Incorporation in North Dakota?
The North Dakota Secretary of State’s office accepts credit card payments, cash, check, and money orders.
How do I check the status of my filing in North Dakota?
You can check the status of your filing in North Dakota by contacting the North Dakota Secretary of State’s office.
Who can I contact if I have questions about filing Articles of Incorporation in North Dakota?
You can contact the North Dakota Secretary of State’s office for questions about filing Articles of Incorporation in North Dakota.
Can I file Articles of Incorporation in North Dakota by mail?
Yes, you can file Articles of Incorporation in North Dakota by mail.
How long do I have to respond to a notice from the North Dakota Secretary of State’s office?
You must respond to a notice from the North Dakota Secretary of State’s office within 30 days of the notice being issued.
What are the rules for naming my corporation in North Dakota?
The rules for naming a corporation in North Dakota are that the name must be distinguishable from other entities on record, must not imply governmental status, and must not contain certain restricted words.
What is the registered agent for my corporation in North Dakota?
The registered agent for a corporation in North Dakota is the individual or business designated to accept service of process on behalf of the corporation.
Is there a penalty for failure to appoint a registered agent in North Dakota?
Yes, failure to appoint a registered agent in North Dakota may lead to the dissolution of the corporation.
How do I change the registered agent for my corporation in North Dakota?
You can change the registered agent for your corporation in North Dakota by filing a Certificate of Change with the North Dakota Secretary of State’s office.

Also Read

Why North Dakota Articles of Incorporation is So Important

First and foremost, the Articles of Incorporation serve as the foundational document for a business entity in North Dakota. It outlines key information such as the company’s name, purpose, management structure, share structure, and registered agent. Without this document, a business may lack the legal structure necessary to operate effectively and protect its stakeholders.

By filing the Articles of Incorporation with the North Dakota Secretary of State, a business becomes a legal entity separate from its owners. This separation offers numerous advantages, such as limited liability protection for the owners, potential tax benefits, and increased credibility in the eyes of customers, suppliers, and investors.

Additionally, having clear and comprehensive Articles of Incorporation in place can help prevent misunderstandings or disputes among owners. The document establishes the rules and guidelines for how the business will be run, clarifying roles, responsibilities, and decision-making processes. This can be particularly important for businesses with multiple owners or investors, ensuring everyone is on the same page from the start.

Furthermore, the Articles of Incorporation play a key role in defining the company’s corporate structure. This can impact everything from how profits are distributed to how major decisions are made. Choosing the right corporate structure can have significant implications for issues like taxes, liability, and governance, making it essential to get it right from the outset.

Another key reason why the North Dakota Articles of Incorporation are so important is their role in securing financing and attracting investors. Lenders and investors often review these documents before deciding whether to provide funding or support to a business. Clear, well-drafted Articles of Incorporation can instill confidence in potential stakeholders, demonstrating that the business is organized, legitimate, and well-prepared for growth.

Finally, having up-to-date and accurate Articles of Incorporation is a legal requirement in North Dakota and failure to comply can result in penalties or even dissolution of the company. By keeping these documents current and in good standing, businesses can avoid unnecessary risks and potential legal troubles down the road.

In conclusion, the North Dakota Articles of Incorporation may not be the most riveting reading material, but their importance cannot be overstated. From establishing legal standing to defining corporate structure, attracting investors, and safeguarding against disputes, these documents are the foundation upon which successful businesses are built. Taking the time to get them right from the outset can set a business on the path to long-term success and sustainability.

Conclusion

In conclusion, the process of filing North Dakota Articles of Incorporation is a crucial step for businesses looking to establish their presence in the state. This legal document serves as the foundation of the company’s structure and outlines essential information, such as the company’s name, purpose, and management team. To ensure a smooth and successful filing process, it is vital for business owners to familiarize themselves with the State of North Dakota’s requirements, adhere to the applicable laws and regulations, and provide accurate and complete information in the Articles of Incorporation.

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