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When incorporating in New Mexico with LegalZoom, we not only file your articles of incorporation with the New Mexico 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 Mexico corporation.
New Mexico Incorporation Information
Incorporating in New Mexico
Choosing a business name is one of the first steps in the process of forming your New Mexico 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 any other registered New Mexico corporation, 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 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 separate words:
If you are incorporating in New Mexico, articles of incorporation must be filed with the New Mexico Public Regulation Commission, Corporations Bureau. The New Mexico Business Corporation Act (Chapter 53, Article 11 of the New Mexico 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 person or entity.
- Duties: Delivering an original and a copy of the articles of incorporation to the Commission for filing.
- Listing Requirements - The name and address of each incorporator must be listed.
New Mexico for the incorporating in New Mexico for any lawful business activity A statement as to the general business purpose must be listed 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: The names and addresses of any initial directors must be listed in the articles.
Other Required Information:
- The number of shares that the corporation is authorized to issue must be stated in the articles.
- If applicable, the articles must have a designation of each class and series of shares, as well as statements of their relative rights and the authority of the board to divide or change the designation of such shares.
- The street address of the corporation's initial registered office and the name of its initial registered agent at that office.
- The corporation's period of duration, if not perpetual.
- Any shareholder preemptive rights.
New Mexico permits optional provisions to be integrated into the articles of incorporation, such as:
- Provisions managing the business and regulating the affairs of the corporation.
- The minimum consideration for any authorized shares or class of shares
- Provisions that the incorporators elect to include for the corporation's internal regulation.
- Limitations on a director's liability for money damages to the corporation or its shareholders in certain situations.
In general, bylaws are written to manage the corporation's internal affairs. A corporation maintains its bylaws at its principal executive office and is not required to file them with the state. The 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.
Every New Mexico corporation must have a registered agent in New Mexico -- 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 the state, or (2) a corporation with authority to transact business in the state.
Under New Mexico 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.
A report must be filed with the New Mexico Commission within 30 days after its date of incorporation or authorization to do business. Thereafter, it must be filed by the 15th day of the 3rd month following the end of its fiscal year. This report must be current and indicate:
- The name of the corporation;
- The mailing and street addresses of the corporation's registered office and the name of its registered agent at that office in the state;
- The names, addresses and expiration of office terms of the corporation's directors and officers;
- The address of the corporation's principal place of business;
- A brief description of the nature of the corporation's business;
- The date of the next annual shareholders' meeting for the election of directors; and
- The corporation's taxpayer identification number.
The corporation must provide to its shareholders an annual financial statement. These statements must include at least a year-end balance sheet and an income statement for that year
Income Tax Rate: For information on the New Mexico state income tax rate, visit: http://www.state.nm.us/tax/
S corporation status is recognized by the State of New Mexico.