Alaska Incorporation: Everthing You Need to Know
Alaska incorporation lets you form a corporation in Alaska, limiting your personal liability and protecting your personal property.3 min read
Alaska incorporation lets you form a corporation in Alaska, limiting your personal liability and protecting your personal property. A corporation can also help protect you if an employee gets sued.
Preparing Articles of Incorporation
To form a corporation, file articles of incorporation with the Division of Corporations, Business and Professional Licensing and pay any fees needed. Articles of organization are also required in Alaska, and your LLC's principal office must be in the state. When you receive a Certificate of Incorporation, your corporation will start. Articles of incorporation must include:
- The corporation's name
- The corporate purpose
- The stock structure
- The name of the registered agent
- The names of the incorporators
- The North American Industry Classification System or NAICS grouping code for your business
- The number of shares authorized and their par value
- Information about any alien affiliates
A company has an alien affiliate if it's controlled by or controls:
- A person that doesn't live in the United States legally
- A business that wasn't started in the United States
- A company that doesn't have its primary location there
The par value is the starting cost of one share. If the corporation has more than one share class or a class has more than two series, it must also include:
- The number of authorized shares for every class
- Designations for each series or class
- Their related rights, restrictions, preferences, and privileges, or a statement that the board of directors will decide these issues
The Alaska Division of Corporations, Business, and Professional Licensing takes about 10 business days to process paper articles of incorporation, but processing is instant if you file online.
Naming a Corporation
Limited Liability Companies or LLCs in Alaska must have names different from any other fictitious, registered, or reserved name. Find out if the corporate name you want is available by looking at the Alaska Division of Corporations, Professions, and Business Licensing's online records. You can reserve a name for 120 days with an application to the Department of Commerce and by paying a fee. Your company's name must have one of these words or an abbreviation for one:
Using some words or phrases in Alaska corporate names requires special approval. These include:
Some words and phrases are completely prohibited in corporate names, including:
An incorporator submits and signs the articles of incorporation. These articles must include the names of the incorporators. You need a minimum of one incorporator who's 18 or over. If your initial directors aren't named in the articles, the incorporators will participate in an organizational meeting after receiving the Certificate of Incorporation. After appointing officers and approving bylaws at the meeting, they won't have any additional duties.
Corporate directors manage corporations and set policies. They have a fiduciary duty to protect shareholders and the company. At least one director is required, and there's no maximum number. If the number isn't specified in the bylaws, there will be three. The bylaws can list eligibility requirements for directors, but Alaska law doesn't have any restrictions.
Naming a Registered Agent
A registered agent forwards correspondence for the corporation. You must include the physical and mailing addresses of a person who lives in Alaska or a company that's registered with the state and is in good standing. Corporations can't be their own registered agents.
The Costs of Incorporating
The Alaska Division of Corporations, Business, and Professional Licensing requires a $250 fee for filing articles of incorporation. Corporations must also pay $100 to submit a biennial report by January 2nd. An initial report is due six months after forming a corporation. The company president or vice president must sign biennial reports. Emails and faxes are accepted.
You must follow all license, tax registration, and permit requirements, including paying fees, before your business can operate. Corporate net income taxes in Alaska are 2 to 3 percent of your taxable income. There's no state sales tax, but some cities and towns charge one or two percent. You're automatically classed as a C corporation, but you can file taxes as an S corporation instead. S corporations pay business taxes at the personal rate. Since Alaska doesn't have a personal income tax, this is a great option.
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