Arizona Articles of Incorporation

Introduction

Key Things to Know

1. 1

   Arizona is one of the few states that require a newly formed corporation to publish a notice of incorporation in a newspaper, though it is the founding document that creates the corporation as a separate legal entity. You form a for-profit corporation by filing the Articles of Incorporation (Form C010) with the Arizona Corporation Commission.

2. 2

   You file the articles with the Arizona Corporation Commission and pay a $60 fee for regular processing. The Corporation Commission is the filing office for forming an Arizona corporation.

3. 3

   Arizona requires the articles to set forth the corporation name, the statutory agent name and address, the known place of business, and the authorized shares (A.R.S. 10-202). The articles are filed with a Statutory Agent Acceptance (Form M002) and a Certificate of Disclosure.

4. 4

   The statutory agent named in the articles accepts service of process for the corporation, and the corporation must continuously maintain a statutory agent in Arizona (A.R.S. 10-501).

5. 5

   After the Commission approves the filing, a new Arizona corporation must publish a notice of incorporation in a newspaper for three consecutive publications within 60 days, unless its statutory agent address is in Maricopa or Pima County, where the Commission posts the notice on its database instead.

6. 6

   Arizona does not charge a franchise tax or a minimum annual entity tax. Corporations pay Arizona corporate income tax on income, but there is no fixed minimum entity tax.

7. 7

   An Arizona for-profit corporation must file an Annual Report with the Corporation Commission, with a $45 fee, by its designated annual due date. It updates the state on the corporation officers, directors, and address.

Arizona Requirements for Articles of Incorporation

• File Form C010 With the Corporation Commission

  An Arizona for-profit corporation is formed by filing the Articles of Incorporation (Form C010) with the Arizona Corporation Commission. The fee for regular processing is $60. The corporation legally exists once the Commission files the articles.

• Statutory Agent and Acceptance

  The articles must name a statutory agent with an Arizona address who accepts service of process, and a Statutory Agent Acceptance (Form M002) is filed with the articles. The corporation must continuously maintain a statutory agent (A.R.S. 10-501).

• Required Contents and Certificate of Disclosure

  The articles must set forth the corporation name, known place of business, statutory agent, directors and incorporators, and authorized shares (A.R.S. 10-202). A Certificate of Disclosure is filed with the articles.

• Authorized Shares

  The articles must state the total number of shares the corporation is authorized to issue. If more than one class is authorized, the articles must state the classes, the number of shares in each, and their rights and limitations (A.R.S. 10-202).

• Publication of Notice

  After the Commission approves the filing, a new Arizona corporation must publish a notice of incorporation for three consecutive publications within 60 days, unless its statutory agent address is in Maricopa or Pima County, where the Commission posts the notice instead.

• Annual Report

  An Arizona for-profit corporation must file an Annual Report with the Corporation Commission, with a $45 fee, by its designated annual due date. It can be filed up to 90 days early, and missing it can lead to penalties and administrative dissolution.

• No Franchise Tax

  Arizona does not charge a franchise tax or a minimum annual entity tax on corporations. A corporation may owe Arizona corporate income tax based on income, but there is no flat minimum entity tax.

• Corporation Versus LLC

  Articles of incorporation form a corporation. To form an Arizona limited liability company you file articles of organization instead. Corporate bylaws are a separate internal document the corporation keeps rather than files with the state.