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State Guide: Corporation Laws

Small business owners who want to start a new business must follow special rules called state corporation laws. These laws help protect people who own businesses and those who buy things from them. There are different types of businesses, like sole proprietorships and partnerships. There are also limited liability companies (LLCs), limited liability partnerships (LLPs), and corporations. Laws governing these different business structures are not the same, especially in areas such as personal liability for business debts and the business's tax obligations.

This article will discuss corporations and the state laws pertaining to these business entities.

Corporations Generally

A corporation is like a person in the eyes of the law. This legal entity can own things, owe money, and do business. The most important aspect of corporations is that they offer limited liability protection to the owners of the corporation. This means that if the business gets into trouble, the business owners don't use their money or personal assets to fix it. But it's not so simple. Corporations must follow several rules to incorporate and continue existing. For example, they must pay business taxes and send tax returns to the Internal Revenue Service (IRS) for federal taxes.

Requirements for Business Corporations

To start a corporation, you must first do a few things by law. First, choose a unique business name, meaning that no one else has it. Then, tell the secretary of state (or a similar state agency) about your business by filing the appropriate paperwork, like the articles of incorporation. You will also need to pay filing fees, depending on your jurisdiction.

After your corporation is formally incorporated, you will generally need to get a special ID number from the IRS. This number is called an employer identification number (EIN). This number is like a social security number for the corporation. You can use it to open a business bank account and file taxes.

Corporations must also keep good records of their business activities and money. They must follow both state and federal law on record keeping. Sometimes, they may also need business licenses from the state or local government. Finally, your state might require an annual report or other ongoing requirements. This is why it's so important to know your state's rules before diving into business.

State Corporation Laws

Select a state from the following chart to view its corporations code. See FindLaw's Incorporation and Legal Structures section for additional articles and resources.

Alabama Title 10A Corporations, Partnerships, and Associations
Alaska Title 10 Corporations and Associations
Arizona Title 10 Corporations and Associations
Arkansas Title 4, Subtitle 3 Corporations and Associations
California California Corporations Code California Corporations Code
Colorado Title 7 Corporations and Associations
Connecticut Title 33 Corporations
Delaware Title 8 Corporations
District of Columbia Title 29 Corporations
Florida Title 36 Business Organizations
Georgia Title 14 Business Corporation Code
Hawaii Title 23 Corporations and Partnerships
Idaho Title 30 Corporations
Illinois Chapter 805 Business Organizations
Indiana Title 23 Business and Other Associations
Iowa Title 12 Business Entities
Kansas Chapter 17 Corporations
Kentucky Title 23 Private Corporations and Associations
Louisiana Title 12 Corporations and Associations
Maine Title 13 Corporations
Maryland Corporations and Associations Corporations and Associations
Massachusetts Title 22 Corporations
Michigan Chapter 450 Corporations
Minnesota Chapter 300 Corporations
Mississippi Title 79 Corporations, Associations, and Partnerships
Missouri Title 23 Corporations, Associations and Partnerships
Montana Title 35 Corporations, Partnerships, and Associations
Nebraska Chapter 21 Business Corporation Act
Nevada Title 7 Business Associations; Securities; Commodities
New Hampshire Title 27 Corporations, Associations, and Proprietors of Common Lands
New Jersey Title 14a New Jersey Business Corporation Act
New Mexico Chapter 53 Corporations
New York Business Corporation Law Business Corporation Code
North Carolina Chapter 55 North Carolina Business Corporation Act
North Dakota Title 10 Corporations
Ohio Title 17 Corporations - Partnerships
Oklahoma Title 18 Corporations
Oregon Title 7 Corporations and Partnerships
Pennsylvania Title 15 Corporations and Business Associations
Rhode Island Title 7 Corporations, Associations, and Partnerships
South Carolina Title 33 Corporations, Partnerships, and Associations
South Dakota Title 47 Corporations
Tennessee Title 48 Corporations and Associations
Texas Business Organization Code Business Organization Code
Utah Title 16 Corporations
Vermont Title 11 Corporations, Partnerships, and Associations
Virginia Title 13.1 Corporations
Washington Title 23B Washington Business Corporation Act
West Virginia Chapter 31D West Virginia Business Corporation Act
Wisconsin Chapter 180 Business Corporations
Wyoming Title 17 Wyoming Business Corporation Act

Navigating Support: Resources for Corporations

For corporations, especially startups and nonprofits, understanding business law and tapping into available resources is key to your success. The federal government offers a treasure trove of help through federal agencies like the Small Business Administration (SBA). The SBA is dedicated to supporting entrepreneurs. The SBA and Small Business Development Centers (SBDCs) are fantastic providers of assistance programs.

These programs cater to a variety of business needs, from crafting a business plan to securing funding. They play a pivotal role in economic development by ensuring small businesses have the support they need to thrive. These agencies also often hold workshops and training sessions, offer one-on-one counseling, and provide access to online resources and tools.

Additional Resources

Let an Attorney Help You Comply With Your State's Corporation Laws

Want to learn more about corporation laws or need help incorporating them in your state? A good first step is to contact a small business attorney in your jurisdiction. An attorney specializing in small business incorporation will be able to guide you through the process.

Start today by finding an experienced business attorney near you.

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