New Hampshire Articles of Incorporation
New Hampshire articles of incorporation form a corporation by filing Form ArtInc with the Secretary of State for $100, setting the name, agent, and shares. Attorney review available.
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Introduction
Under RSA 293-A, the New Hampshire Business Corporation Act, a corporation is created as a separate legal entity the moment its incorporators file articles of incorporation with the New Hampshire Secretary of State. 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. New Hampshire law requires the articles to set forth the corporate name, the number of shares the corporation is authorized to issue, the street address of the initial registered office with the name of the initial registered agent, and the name and address of each incorporator (RSA 293-A:2.02). A purpose statement is optional. New Hampshire calls its form the Articles of Incorporation (Form ArtInc), and the filing fee is $100 (RSA 293-A:1.22). New Hampshire does not charge a corporate franchise tax. It instead levies the Business Profits Tax and the Business Enterprise Tax through the Department of Revenue Administration on businesses that meet the filing thresholds; those are not franchise taxes on the entity and their rates change over time. After the corporation is formed, it must file an annual report between January 1 and April 1 each year, with a $100 fee (RSA 293-A:16.21, 293-A:1.22). DocDraft builds your New Hampshire articles of incorporation from your facts, with attorney review available before you file.
Key Things to Know
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New Hampshire's RSA 293-A, the Business Corporation Act, governs the articles of incorporation that create a corporation as a separate legal entity, filed with the Secretary of State.
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You file the articles (Form ArtInc) with the New Hampshire Secretary of State, Corporation Division, and pay a $100 filing fee (RSA 293-A:1.22). The Secretary of State is the filing office for forming a New Hampshire corporation.
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New Hampshire requires the articles to set forth the corporate name, the number of authorized shares, the initial registered office and registered agent, and the name and address of each incorporator (RSA 293-A:2.02). A purpose statement is optional.
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Every New Hampshire corporation must continuously maintain a registered office and a registered agent in the state; the agent may be a New Hampshire resident or an entity authorized to do business there, and receives legal papers for the corporation (RSA 293-A:5.01).
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New Hampshire does not charge a corporate franchise tax. It instead levies the Business Profits Tax and the Business Enterprise Tax through the Department of Revenue Administration on businesses that meet the filing thresholds.
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After formation, a New Hampshire corporation must file an annual report between January 1 and April 1 each year, with a $100 fee (RSA 293-A:16.21, 293-A:1.22). Filing on time keeps the corporation in good standing.
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Articles of incorporation form a corporation. To form a New Hampshire limited liability company you file a certificate of formation 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 New Hampshire, 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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New Hampshire Requirements for Articles of Incorporation
A New Hampshire corporation is formed by filing the articles of incorporation (Form ArtInc) with the New Hampshire Secretary of State, Corporation Division. The filing fee is $100 (RSA 293-A:1.22). The corporation legally exists once the Secretary of State files the articles.
The corporate name in the articles must satisfy RSA 293-A:4.01, which generally means it includes a word such as Corporation, Incorporated, Company, or Limited, or an abbreviation, and must be distinguishable from other names on file with the New Hampshire Secretary of State.
New Hampshire requires the articles to set forth the corporate name, the number of authorized shares, the initial registered office and registered agent, and the name and address of each incorporator (RSA 293-A:2.02). A purpose statement is optional.
The corporation must continuously maintain a registered office and a registered agent in New Hampshire (RSA 293-A:5.01). The agent can be a New Hampshire resident or a business entity authorized to do business in the state, at a physical street address.
The articles must state the number of shares the corporation is authorized to issue. If there is more than one class or series, the articles must give a distinguishing designation and describe the rights and limitations of each (RSA 293-A:2.02, 293-A:6.01).
A New Hampshire corporation must file an annual report with the Secretary of State between January 1 and April 1 each year, with a $100 fee (RSA 293-A:16.21, 293-A:1.22). Filing on time keeps the corporation in good standing.
New Hampshire does not charge a corporate franchise tax. It instead levies the Business Profits Tax and the Business Enterprise Tax through the Department of Revenue Administration on businesses that meet the thresholds. This is general information and not tax advice.
Articles of incorporation form a corporation. To form a New Hampshire limited liability company you file a certificate of formation instead. Corporate bylaws are a separate internal document the corporation keeps rather than files with the state.
Frequently Asked Questions
In New Hampshire, 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 New Hampshire corporation is formed under RSA 293-A, and the articles (Form ArtInc) set out the corporate name, the number of authorized shares, the registered office and agent, and each incorporator (RSA 293-A:2.02).
In New Hampshire, articles of incorporation create a corporation, which has shareholders, directors, and shares of stock and files under RSA 293-A. A certificate of formation (sometimes called articles of organization) creates a limited liability company, which has members instead of shareholders and issues no stock. Both are filed with the New Hampshire Secretary of State and both form a separate legal entity, but they create different kinds of entities under different laws. Choose the one that matches the entity you want.
You file the articles of incorporation (Form ArtInc) with the New Hampshire Secretary of State, Corporation Division, and the filing fee is $100 (RSA 293-A:1.22). You can file online through the state business portal or by mail. Once the Secretary of State accepts and files the articles, the corporation legally exists in New Hampshire.
New Hampshire requires the articles to set forth the corporate name that satisfies RSA 293-A:4.01; the number of shares the corporation is authorized to issue; the street address of the initial registered office and the name of the initial registered agent at that office; and the name and address of each incorporator (RSA 293-A:2.02). The articles may also add optional provisions, such as the names of the initial directors and the corporate purpose.
Every New Hampshire corporation must continuously maintain a registered office and a registered agent in the state (RSA 293-A:5.01). The registered agent can be an individual who resides in New Hampshire or a business entity authorized to do business there, and accepts service of process and official notices for the corporation. The registered office must be a physical street address in New Hampshire.
No. New Hampshire does not charge a corporate franchise tax. It instead levies the Business Profits Tax and the Business Enterprise Tax, administered by the New Hampshire Department of Revenue Administration, on businesses that meet the filing thresholds. Those are not franchise taxes on the corporate entity, and their rates and thresholds change over time. This page states the rules factually and is not tax advice; check the current thresholds before you file.
A New Hampshire corporation must file an annual report with the Secretary of State between January 1 and April 1 each year following the year it was incorporated, with a $100 fee (RSA 293-A:16.21, 293-A:1.22). A corporation that received its certificate of incorporation between December 1 of the prior year and April 1 does not have to file an annual report for that year. Filing on time keeps the corporation in good standing.
In New Hampshire, 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 New Hampshire articles to exist as a corporation and the bylaws to govern it day to day.