How to Get Incorporated in Nevada

by David Carnes

Incorporating a business in Nevada is a straightforward process. Incorporation offers several advantages, including low taxes and an effective judicial system. Incorporation makes it easier to raise money for your business, and more difficult for corporate creditors to reach your personal assets. You can incorporate your business on your own, seek the guidance of an attorney, or use an online document preparation website to prepare and file your documents.

Appointing a Registered Agent

You must appoint a registered agent for your corporation. The registered agent is the person who receives official correspondence on behalf of the corporation, such as tax bills or a notification that the corporation is being sued, and forwarding it to your company. The registered agent's street address must be located in Nevada; a Nevada P.O. box is insufficient. The registered agent must be available during business hours.

The Corporate Name

A Nevada corporation must use a name that is distinctively different from any other business entity authorized to do business in Nevada. It must also be different from any currently reserved name. The name must include a suffix such as "Incorporated", "Limited", "Company, "Corporation" or an abbreviation of one of these terms. The Nevada Secretary of State's website allows you to perform a name availability search and, for a small fee, reserve a corporate name for 90 days.

The Articles of Incorporation

You legally form a corporation by filing the articles of incorporation with the Nevada Secretary of State. You must also pay the appropriate fee when filing. Nevada articles of incorporation must include the name and address of the incorporator, who is the person filing the document, the name and address of the registered agent, the number of shares the corporation may issue, the nominal value of each share, which is the value at which a stock is issued, the names and addresses of the director(s) and the corporation's purpose. The incorporator and the registered agent must sign the document. A template form for the articles of incorporation that you can fill out online is available on the Nevada Secretary of State website.

The Corporate Bylaws

You will also need to create the corporate bylaws. Corporate bylaws specify how the corporation is to be governed. They address issues such as voting rights, shareholding percentages, the appointment of officers and directors, the authority of the board of directors, meetings and the transfer of shares. You don't need to file the bylaws with any state authority, but you must keep a copy at the corporation's principal place of business.

The Organizational Meeting

To form a working corporation, you will need to hold an organizational meeting of the board of directors. The board should pass formal, written resolutions ratifying the corporate bylaws, appointing officers, authorizing the corporation to open a corporate bank account, issue share certificates and apply for any necessary business licenses in the name of the corporation; it should also undertake any other necessary initial business specific to the corporation. To comply with legal requirements, someone should take written minutes of the meeting and keep them on file at the corporation's principal place of business.