Find out how to incorporate your business in Washington, including what forms are needed, how to file the paperwork, how long it takes, and more.
Ready to start your business?
updated September 1, 2023 · 4min read
Benefits of a corporation
Because it is a separate legal entity from its owners, a corporation is responsible for its own actions and financial obligations. If a corporation is sued or encounters financial troubles, the corporation’s assets may be used to pay debts and judgments, but the personal assets of the corporation’s owners/shareholders are generally not at risk. Additional benefits of a corporation include potential lower tax rates, more deductions and the ability to easily transfer shares between owners.
Requirements for incorporating in Washington
Preparing your articles of incorporation
Your corporation’s existence begins when you file articles of incorporation with the Washington Secretary of State, as well as pay a filing fee. At a minimum, the articles of incorporation must contain the following information:
When providing the details of your corporation’s stock structure, the articles of incorporation must include the classes of shares and the number of shares authorized in each class. If there is more than one class of shares, the articles must include a distinguishing designation for each class. Before shares in any class can be issued, the articles must describe the limitations, preferences, voting powers or relative rights of the shares in that class.
Ready to form a corporation? GET STARTED NOW
Naming your corporation
Your corporation’s name must meet certain requirements, and it must be available for use in the state of Washington. You can conduct a name availability search on the Secretary of State’s website.
You can reserve a name for 180 days by submitting a name reservation form to the Secretary of State.
When choosing a name for your corporation, you must meet the following requirements:
Specifying incorporators
An incorporator’s primary responsibility is to sign the articles of incorporation and submit them to the Secretary of State for filing. When specifying incorporators, you must meet the following requirements:
Specifying directors
Your corporation’s directors will develop and implement policies, strategies, and long-range goals for the corporation. Directors generally focus on “big picture” issues and leave the day-to-day operation of the company to the officers.
Your corporation must meet the following requirements when specifying directors:
Specifying a registered agent
Every corporation must have a registered agent to receive service of process, including lawsuits and other official communications. The agent accepts these documents on the corporation’s behalf and forwards them to the corporation.
When specifying your corporation’s registered agent, you must meet the following requirements:
Stating a corporate purpose
Your corporation’s purpose does not need to be included in the articles of incorporation, but you can provide one if you want to. Unless the articles provide otherwise, the purpose of every Washington corporation is to engage in any lawful business.
Determining incorporation bylaws
A corporation’s bylaws supplement its articles of incorporation by providing more detailed descriptions of the way the corporation will operate and the rights, powers and limitations of its directors, officers and shareholders. Bylaws are not filed with the Secretary of State.
The following requirements apply when determining corporation bylaws:
Costs of incorporating in Washington
The Washington Secretary of State requires a fee when filing articles of incorporation or reserving a corporation name. Corporations are also required to pay federal income taxes. While the state of Washington does not have a corporate income tax, it does have a business and operations tax.
LegalZoom can help you start a corporation in Washington. LegalZoom offers online business filing services, including finding a registered agent in Washington.
by Jane Haskins, Esq.
Jane Haskins is a freelance writer who practiced law for 20 years. Jane has litigated a wide variety of business disp...
'Inc.' in a company name means the business is incorporated, but what does that entail, exactly? Here's everything you need to know about incorporating your business.
August 14, 2023 · 10min read
Want to talk to your parents or grandparents about estate planning, but feel like the topic is taboo? You're not alone. Discussions about estate planning are difficult for many families. Use our tips to broach the subject with sensitivity.
May 17, 2023 · 2min read
Writing a will is one of the most important things you can do for yourself and for your loved ones, and it can be done in just minutes. Are you ready to get started?
May 11, 2023 · 4min read