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When incorporating in New Hampshire with LegalZoom, we not only file your articles of incorporation with the New Hampshire 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 New Hampshire corporation.
New Hampshire Incorporation Information
Incorporating in New Hampshire
Choosing a name is the first step in the process of forming your New Hampshire Corporation. The name that you choose:
LegalZoom allows you to choose up to 3 names, in order of preference. We will conduct a name check before filing to see which names are available.
- Must be distinguishable from shall be distinguishable from, and not the same as, or likely to be confused with, or mistaken for, any other registered New Hampshire business entity, government entity or political party and any reserved names on record, subject to certain exceptions under state law.
- May not contain language stating or implying that the New Hampshire corporation is another business entity or that it 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 words, or words or abbreviations of like import in another language:
Articles of Incorporation:
When incorporating in New Hampshire, articles of incorporation must be filed with the New Hampshire Secretary of State. The New Hampshire Business Corporation Act (Title 27, Chapter 293A of the New Hampshire Statutes) 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: any natural person or entity.
- Duties: Delivering articles of incorporation and required certification to the Secretary of State for filing.
- Listing Requirements - The name and address person incorporating in New Hampshire must be listed.
New Hampshire allows a corporation to be formed for any lawful business activity. The principal purpose of the corporation must be stated in the articles.
- Minimum Number of Directors: One or more.
- Eligibility Requirements: None. The articles of incorporation or bylaws may prescribe qualifications for directors.
- Listing Requirements: Not required in the articles.
Before a corporation can be registered, the incorporator must sign a Statement of Compliance with New Hampshire Securities Laws. In order to be exempt from those laws, the incorporator must certify that:
- The number of shares that the corporation is authorized to issue must be included in the articles.
Addendum (Form 11-A)
- There will be less than 10 owners of the corporation,
- You will not publish or circulate any written advertising in order to ownership interests in the corporation, and
- All sales of ownership interests will be completed within 60 days of the formation of the corporation.
New Hampshire permits optional provisions to be integrated into the articles of incorporation for corporations that wish to formalize additional criteria, 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.
- Provisions managing the business and regulating the affairs of the corporation.
- A par value for authorized shares or classes of shares.
- Shareholder liability for corporate debts in certain situations.
- Limitations on a director's or officer's liability for money damages to the corporation or its shareholders in certain situations.
Bylaws will help to manage the corporation's business and to conduct the corporation's affairs so long as the bylaws do not conflict with the articles of incorporation. A corporation maintains its bylaws at its principal executive office and is not required to file them with the state. LegalZoom will provide customized bylaws for your New Hampshire incorporation based on the operation requirements that you specify.
The incorporators or board of directors must adopt initial bylaws for the corporation.
Officers may be listed in the bylaws or elected by the board, and may appoint other officers, in compliance with the bylaws. Additionally, one of the officers must be given the responsibility of preparing minutes of the directors' and shareholders' meetings and for authenticating corporate records. Any officer may hold more than one office in the corporation.
Every New Hampshire 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 maintain a business office that is identical to the registered office and must be either: (1) an individual residing in this state, or (2) a corporation with authority to transact business in this state.
New Hampshire requires that every corporation maintain a registered agent in New Hampshire, that may be the same as any of its places of business
Under New Hampshire law, a professional corporation is formed in order to render services within one specific profession, subject to certain state exceptions. Professional corporations generally may not provide any other non-ancillary services and must comply with particular conventions in its choice of corporate name.
An annual report must be filed with the New Hampshire Secretary of State between January 1 and April 1 beginning the year following the calendar year of incorporation. This report must be current as of January 1 of the filing year and must indicate:
Income Tax Rate:
- The name of the corporation and the state or country under whose law it is incorporated.
- The address of the corporation's registered office and the name of its registered agent at that office in this state;
- The address of the corporation's principal office;
- The names and business addresses of the corporation's directors and principal officers;
- A brief description of the nature of the corporation's business;
- The signature of an officer, director, or any other person authorized by the board of directors to execute the annual report.
For information on the New Hampshire state income tax rate, visit: http://www.state.nh.us/revenue/
NOTE: Although New Hampshire has no sales tax and no personal income tax, it does have a tax on business profits.
S corporation status is recognized by the State of New Hampshire.