How to Incorporate in Arkansas
To incorporate your business in Arkansas, you are required to complete and file the Articles of Incorporation. This document can be completed and submitted for filing online, or you can print the PDF and file it via mail or in person at the Arkansas Secretary of State Business and Commerce Division.
Once the document is officially filed, the next steps include drafting and finalizing corporate bylaws; obtaining an employer identification number; applying for any required business licenses and/or permits; and filing a corporate franchise tax report annually.
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Because corporations follow more structured rules and regulations than LLCs, investing in them is an approachable process that even a beginner investor can navigate. Corporations have clear-cut investing procedures and attract investors because of their stability.
ARKANSAS INCORPORATING GUIDE
A brief overview for those who want to go it alone.
Completing the Articles of Incorporation
Incorporating your company in Arkansas requires submitting the completed Articles of Incorporation to the Arkansas Secretary of State Business and Commerce Services Division. Completing the Articles of Incorporation is a seven step process.
- Choose a Name
The first step is choose a name for your corporation. Your corporation name must be different from any business on record with the Arkansas Business and Commerce Services Division. It is a good idea to check and make sure your name is unique by searching the Arkansas Business Entity Database.Also, your corporation name must include on of the following words or abbreviations:
- Corporation or Corp.
- Incorporated or Inc.
- Company or Co.
- Limited or Ltd.
- Decide on Stock Structure
The Articles of Incorporation required that you provide information regarding the stock structure of your company.
- How many shares will the corporation have?
In Arkansas, you can choose if you want your corporation to be a corporation with stock or a non-stock corporation. If you opt to be a stock corporation, you are required to issue at least one share. If you are non-stock corporation, your annual franchise tax will increase from $150 to $300. What is the par value of each share?
“Par Value” refers to the lowest amount a share of a company can be sold for. You are not required to list a par value for shares. If you do not list a par value, you must expressly include a statement that the share(s) will be without par value.
What are the different class or shares of stock?
Seperating the corporation’s shares into class is optional in Arkansas. However, if you do, you are required to include that information in the Articles of Incorporation.
- Choose a Registered Agent
A registered agent is a third party entity or individual who is elected by the founding incorporator(s) to receive legal correspondence and report reminders on behalf of the company.
- Registered agents are required to have a physical street address in Arakansas. A PO box address is not valid. You can list yourself as a registered agent, but this means that your personal information will be public record when the Articles of Incorporation are filed.
If you would rather keep your information private, you can choose Arkansas Registered Agent LLC to serve as your registered agent for $49 a year.
- List the Name and Address of Each Incorporator
An incorporator is a person or entity who files the Articles of Incorporation. By filing the Articles of Incorporation, an incorporator is not guaranteed ownership rights in the corporation.
- If you hire Arkansas Registered Agent LLC to incorporate your company, we list ourselves and our address in this spot.
- State the Nature of the Business
You are required to list the nature of the business in the Articles of Incorporation. It is a good idea to keep this statement broad. For example, if you were incorporating your pet grooming business you could enter something like, “To provide pet grooming services and to engage in any other lawful activity for which corporations may incporate in this state.”
- Sign the Articles of Incorporation
The Articles of Incorporation must be signed by an Authorizing officer to be filed effectively. An authorizing officer is any individual who has authority to file the documents to incorporate your business.
- Complete the “Corporate Franchise Tax” Document
The second page of the PDF is titled, “Corporate Franchise Tax.” You are required to list the name of the corporation and the name and address of your registered agent to receive annual franchise tax reporting forms on behalf of your company.
Filing the Articles of Incorporation
The next step to incorporate your business in Arkansas is filing the Articles of Incorporation with the Arkansas Secretary of State Business and Commercial Services Division. You can file this document online, in-person, or by mail. Filing fees vary by filing method. A comprehensive list or Arkansas State filing fees is available on the Arkansas Secretary of State Business and Commercial Services website in the “Filing Fee Scheulde” section.
Online Submission (Recommended)
To file online, visit the Arakansas Secretary of State Corporations Online Filing System website. When you file onlime you will be prompted to enter all required information for incorporation in an online form which will then be submitted to the Business and Commerce Division. For more information on what is required to complete the Articles of Incorporation, see Step 2 in the “Completing the Articles of Incorporation” section.
The online form is separated into nine sections:
- Filing Act
Select “958 of 1987” from the the drop-down menu. This is the filing act that applies to forming a corporation in Arkansas.
- Entity Information
Enter the corporation name here.
- Authorized Stock
Select if your corporation is a stock corporation or a non-stock corporation. For stock corporations, the annual franchise tax is $150. This tax increases to $300 for non-stock corporations.You are required to enter the total number of shares, the class of shares, and the par value of each share. For more information on stock structure, see Step 2 in the “Completing the Articles of Incorporation” section.
- Registered Agent
Enter the information of your selected registered agent in this section.
- Filing Act
If you hire Arkansas Registered Agent LLC to form your LLC for $194, this is where we enter our registered agent office information.
List the information of all incorporators in this section.
- Primary Purpose
You are required to provide a statement regarding the primary purpose of your LLC in this section. See Step 5 of “Completing the Articles of Incorporation” section for more information.
- Submitter Contact Information
The submitter contact information includes the address where the Arkansas Secretary of State will return documents.
- Annual Report Contact Information
- The annual report contact information section includes the address where the Arkansas Secretary of State will send reminders and reports. You should list your registered agent’s contact information in this section.
This is the section where the incorporator agrees to the terms and conditions regarding online filing and then signs the document electronically.
Once these sections are complete, you submit this form by clicking the “Submit” button.
If you need help filing online, or have questions regarding the incorporation process in Arkansas, you can contact the Business and Commercial Services via phone, toll-free, or via email:
Phone: (501) 682-3409
In-Person & Mail Submissions
The Business and Commercial Services Division is open from 8:00 AM to 5:00 PM, Monday through Friday. If you are filing in person, you can pay with cash, card, check, or money-order. Documents will be processed immediately.
If you want to file your Articles of Incorporation by mail, send the document and a check or money-order to the Business and Commercial Services Division of the Arkansas Secretary of State address. Documents are filed and returned within 24-72 hours after they are received. Remember not to send cash through the mail.
Submission Type Processing Time Acceptable Payment Forms Submission Information 1-3 Business Days Check or Money Order Suite 250, Victory Building
1401 West Capitol Avenue
Little Rock, AR 72201
In-person Immediate Check, Money Order, Cash, or Card Suite 250, Victory Building
1401 West Capitol Avenue
Little Rock, AR 72201
Electronic < 1 Day Card, or Online Payment Account Arkansas Secretary of State Corporation Online Filing System website
Drafting & Finalizing Corporate Bylaws
Arkansas law requires that your corporation has bylaws. The bylaws that you draft and finalzie for your company will be unique and specific to your business needs, however, some common bylaw topics include:
- The name, purpose, and office location of the corporation
- The contact information for the board of directors and their rights and responsibilities
- Any committees and information regarding the formation of a committee
- The contact information for the officers and their rights and responsibiliites
- Conflict of interest information
- How the bylaws are ammended
- The stock structure of the company
Obtaining an EIN
All Arkansas corporations are required to have an employer identification number (EIN) in order to file their Annual Corporate Franchise Tax report. Obtaining an EIN is fast, simple, and can be completed online at the IRS website.
Filing the Annual Corporate Franchise Report
Every year after incorporation, you are required to file an annual corporate franchise report with the Business and Commercial Services Division of the Arkansas Secretary of State. This form must include the following information:
- The Business Name and Address
- The Registered Agent Name and Address
- The Names of the Current Corporate Governors
- The Date of Qualification, State of Incorporation, and Nature of Business
- Total Authorized Capital Stock Information
- Issued and Outstanding Capital Stock Information
- The Total Amount of Corporate Tax Due
The minimum tax payment is $150–even if the calculated “Tax Due” is less than $150. If your corporation has no authorized issued stock, you are required to pay $100.
You can file this report online using the Arkansas Secretary of State Franchise Tax Filing System. If you would like to file your report by mail, a PDF is avaialbel for download from the Arkansas Secretary of State Business and Commercial Services website. This report is due on the first day of May every year. There are no extensions for this deadline and there are no exceptions to this rule.
How will my Arkansas corporation be taxed?
In addition to the franchise tax, Arkansas collects corporate tax at a maximum marginal tax rate of 6.5%. If you file as a traditional corporation, you corporate income will be subjected to this tax, and then, after profits are paid out, they will be taxed again as personal income. This is what is oftentimes referred to as “double taxation.”
You can elect to have your corporation taxed as an S-corp, which means that the IRS will tax it as a pass-through entity (sometimes called a “disregarded entity”). S-corps follow a different set of fules and regulations than the traditional C-corp. To see if your company qualifies or to apply to be an S-corp, you can visit the IRS website.
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