Nevada Articles of Incorporation
Nevada articles of incorporation form a corporation by filing with the Secretary of State, with a $75 minimum fee, plus a $150 list and a $500 state business license. Attorney review available.
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Introduction
Nevada scales its incorporation fee to the amount of authorized stock a corporation issues rather than charging one flat filing rate, but the corporation only exists once its articles of incorporation are filed under Chapter 78 of the Nevada Revised Statutes with the Nevada Secretary of State, creating it as a separate legal entity. Filing brings the corporation into existence so it can own property, sign contracts, and give its owners limited liability for the debts of the corporation. Nevada law requires the articles to set forth the corporate name, the registered agent information required by NRS 77.310, the number of shares the corporation is authorized to issue, the first board of directors, and the incorporators (Nev. Rev. Stat. 78.035). The filing fee is based on the total value of the authorized stock, with a minimum of $75 for authorized stock of $75,000 or less (Nev. Rev. Stat. 78.760). Nevada is unusual: it imposes no corporate income tax and no corporate franchise tax. Instead, a Nevada corporation must file an Initial List of Officers and Directors at the time it files the articles, and an Annual List each year by the last day of the anniversary month, with a $150 fee (Nev. Rev. Stat. 78.150). It must also hold a State Business License, which costs $500 for a corporation and is renewed each year (Nev. Rev. Stat. 76.100). A separate Commerce Tax applies only to a business with more than $4,000,000 in Nevada gross revenue in a year. DocDraft builds your Nevada articles of incorporation from your facts, with attorney review available before you file.
Key Things to Know
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Chapter 78 of the Nevada Revised Statutes governs the articles of incorporation that create a Nevada corporation as a separate legal entity, filed with the Secretary of State.
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You file the articles with the Nevada Secretary of State. The filing fee is based on the value of the authorized stock, with a minimum of $75 for authorized stock of $75,000 or less (Nev. Rev. Stat. 78.760).
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Nevada requires the articles to set forth the corporate name, the registered agent information required by NRS 77.310, the number of authorized shares, the first board of directors, and the incorporators (Nev. Rev. Stat. 78.035).
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Every Nevada corporation must have and continuously maintain a registered agent located in Nevada; the registered agent street address is the registered office where legal process is served (Nev. Rev. Stat. 78.090).
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Nevada imposes no corporate income tax and no corporate franchise tax. A corporation instead files an Initial List and an Annual List of Officers and Directors, fee $150 (Nev. Rev. Stat. 78.150), and holds a $500 State Business License (Nev. Rev. Stat. 76.100).
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The Initial List is filed with the articles; the Annual List is due by the last day of the month in which the anniversary of incorporation falls. The State Business License is renewed each year at $500 for a corporation.
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Articles of incorporation form a corporation. To form a Nevada limited liability company you file articles of organization instead, and corporate bylaws are a separate internal document the corporation keeps rather than files.
Key decisions before you file
Before you file a Articles of Incorporation in Nevada, a few decisions shape the document: which option to choose and what each one means. The Articles of Incorporation guide walks through them.
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Nevada Requirements for Articles of Incorporation
A Nevada corporation is formed by filing articles of incorporation with the Nevada Secretary of State. The filing fee is based on the value of the authorized stock, with a minimum of $75 for authorized stock of $75,000 or less (Nev. Rev. Stat. 78.760). The corporation exists once the Secretary of State files the articles.
The corporate name must be distinguishable from other names on file with the Nevada Secretary of State. If the name looks like that of a natural person, it must include a word such as Incorporated, Limited, Company, or Corporation, or an abbreviation (Nev. Rev. Stat. 78.035).
Nevada requires the articles to set forth the corporate name, the registered agent information required by NRS 77.310, the number of authorized shares, the first board of directors, and the incorporators (Nev. Rev. Stat. 78.035).
Every Nevada corporation must have and continuously maintain a registered agent located in Nevada; the registered agent street address is the registered office where legal process is served (Nev. Rev. Stat. 78.090).
The articles must state the number of shares the corporation is authorized to issue and, if more than one class or series is authorized, the classes, series, and number of shares of each (Nev. Rev. Stat. 78.035). The authorized stock value also sets the filing fee.
A Nevada corporation files an Initial List of Officers and Directors with the articles, and an Annual List each year by the last day of the anniversary month, with a $150 fee (Nev. Rev. Stat. 78.150). The list reports the president, secretary, treasurer, and directors.
Nevada imposes no corporate income tax and no corporate franchise tax. A corporation must instead hold a State Business License that costs $500 and is renewed each year (Nev. Rev. Stat. 76.100). This is general information and not tax advice.
Articles of incorporation form a corporation. To form a Nevada 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.
Frequently Asked Questions
In Nevada, articles of incorporation are the founding document you file with the Secretary of State to create a corporation. Filing them makes the corporation a separate legal entity that can own property, sign contracts, and shield its owners from personal liability for the debts of the corporation. A Nevada corporation is formed under Chapter 78 of the Nevada Revised Statutes, and the articles set out the corporate name, the registered agent, the number of authorized shares, the first directors, and the incorporators (Nev. Rev. Stat. 78.035).
In Nevada, articles of incorporation create a corporation, which has shareholders, directors, and shares of stock and is formed under Chapter 78. Articles of organization create a limited liability company, which has members instead of shareholders and issues no stock. Both are filed with the Nevada Secretary of State and both form a separate legal entity, but they create different kinds of entities under different chapters of Nevada law. Choose the one that matches the entity you want.
You file the articles of incorporation with the Nevada Secretary of State. The filing fee is based on the total value of the authorized stock, and the minimum fee is $75 for authorized stock of $75,000 or less (Nev. Rev. Stat. 78.760). At the same time, you file the Initial List of Officers and Directors ($150) and apply for the State Business License ($500), so plan for those additional costs when you form a Nevada corporation.
Nevada requires the articles to set forth the corporate name; the information about the registered agent required by NRS 77.310; the number of shares the corporation is authorized to issue, with the classes and series if more than one is authorized; the names and addresses of the first board of directors or trustees; and the name and address of each incorporator signing the articles (Nev. Rev. Stat. 78.035).
Every Nevada corporation must have and continuously maintain a registered agent who resides or is located in Nevada (Nev. Rev. Stat. 78.090). The registered agent has a Nevada street address, which is the registered office, and accepts legal process and official notices for the corporation. The agent can be an individual in Nevada or a commercial registered agent registered to act in that role in the state.
No. Nevada imposes no corporate income tax and no corporate franchise tax. Instead, a Nevada corporation must file an Annual List of Officers and Directors with a $150 fee (Nev. Rev. Stat. 78.150) and hold a State Business License that costs $500 and is renewed each year (Nev. Rev. Stat. 76.100). A separate Commerce Tax applies only to a business with more than $4,000,000 in Nevada gross revenue. This page states the rules factually and is not tax advice.
A Nevada corporation must file an Initial List of Officers and Directors with the Secretary of State at the time it files its articles of incorporation, and an Annual List each year by the last day of the month in which the anniversary of incorporation falls (Nev. Rev. Stat. 78.150). The fee is $150, and the list reports the president, secretary, treasurer, and directors. The $500 State Business License is filed and renewed with the list.
In Nevada, articles of incorporation are the short public document you file with the Secretary of State to create the corporation. Bylaws are a longer internal document the corporation adopts and keeps in its own records, not filed with the state, setting the rules for how the corporation is run, such as how directors are elected and how meetings are held. You need the Nevada articles to exist as a corporation and the bylaws to govern it day to day.