Ready to incorporate? Transform your organization into a legal business entity in three easy steps today with LegalZoom. Once you incorporate, you'll gain the ability to protect your personal assets from financial risk and to shrink your personal tax bill. We'll help you choose what type of corporation you want to become and walk you through the whole process. LegalZoom has helped thousands of businesses incorporate online so you can feel confident using the best resource on the web.
When incorporating in Idaho with LegalZoom, we not only file your articles of incorporation with the Idaho Secretary of State, but we also prepare customized bylaws and director resolutions. We can also obtain your Federal Tax ID Number (EIN) and provide other customized services for your Idaho corporation.
Idaho Incorporation Information
Incorporating in Idaho
Choosing a business name is one of the most important steps in forming an Idaho Corporation. The name that you choose:
LegalZoom allows you to choose up to 3 names for your Idaho corporation, in order of preference. We will conduct a name check before filing to see which names are available.
- Must be distinguishable from any other registered Idaho business entity and any reserved names on record, subject to certain exceptions under state law
- May not contain language stating or implying that the corporation is organized for a purpose other than that permitted by state law and its articles of incorporation.
In addition, the name must contain one of (or an abbreviation of) the following endings, or words or abbreviations of like import in another language:
NOTE: If the word "company" or its abbreviation is used, state law prohibits it from being immediately preceded by the word "and" or a symbol representing it.
Reserving a Corporate Name:
In the event that you have chosen an available name but have not yet fully committed to it, you may put it on reserve. This allows you the exclusive right to use the name for a limited time. A person may apply to reserve a name for the purpose of incorporation by paying the fee. If the Secretary of State finds that the corporate name applied for is available, he or she shall reserve the name for the applicant's use for a nonrenewable 4 month period.
Articles of Incorporation:
When incorporating in Idaho, articles of incorporation must be filed with the Idaho Secretary of State. Idaho law requires that certain information be included in your articles of incorporation. The following is a summary of those requirements:
- Minimum Number of Incorporators: One or more.
- Eligibility Requirements: None.
- Duties: Delivering articles of incorporation to the Secretary of State for filing.
- Listing Requirements - The name and address of each incorporator must be listed in the articles.
Idaho allows a corporation to be formed for any lawful business activity There is no need to state the corporate purpose in the articles.
- Minimum Number of Directors: One or more.
- Eligibility Requirements: Directors must be natural persons who are at least 18 years old. The articles of incorporation or bylaws may prescribe additional qualifications for directors.
- Listing Requirements: Names of directors are not required to be listed in the articles when incorporating in Idaho
- The number of shares of each class that the corporation is authorized to issue must be listed in the articles.
Additional provisions may be integrated into the articles of incorporation, such as:
- The names and addresses of the initial directors.
- The corporate purpose(s).
- Regulating the powers of the corporation, its board of directors, and shareholders.
- A par value for authorized shares or classes of shares.
- Personal liability of shareholders for corporate debts in certain situations.
- Limitation or indemnification of director liability to the corporation or its shareholders in certain situations.
Bylaws govern an Idaho corporation's business and affairs. A corporation maintains its bylaws at its principal executive office and is not required to file them with the government. The board of directors of a corporation may adopt, amend or repeal bylaws, unless the articles reserve this right for the shareholders. Officers may either be listed in the bylaws or elected by the board in compliance with the bylaws.
Every Idaho corporation must have a registered agent -- the person or office designated to receive official state correspondence and notice if the corporation is "served" with a lawsuit.
- Eligibility Requirements - The registered agent must be either (1) a resident individual of this state whose business office is the same as the registered office or (2) a corporation with authority to transact business in this state whose business office is the same as the registered office.
- Post office boxes are not acceptable.
Idaho requires that every corporation maintain a registered office, which may be the same as any of its places of business.
LegalZoom can also complete the documents necessary to create your Professional Corporation. Under Idaho law, a professional corporation is formed in order to render services within one specific profession. Professional corporations generally may not offer any other non-allied services and must comply with particular conventions in its choice of corporate name.
A report must be filed with the Idaho Secretary of State each year, except for the first year of incorporation. This report must be filed each year before the end of the month in which the corporation was originally incorporated, and must indicate:
- The corporation's name and its state or country of incorporation;
- The address of its registered office and the name of its registered agent at that office in this state;
- The address to which officers' correspondence should be mailed; and
- The names and business addresses of the directors, president and secretary.
The board must also report certain information related to director indemnification and expenses, as well as promissory note issuance, to all shareholders with or before notice of the next shareholders' meeting.
Income Tax Rate:
For information on the Idaho state income tax rate, visit: http://www2.state.id.us/tax/
S corporation status is recognized by the Idaho Secretary of State.