1. The Public Records Filing for New Business Entity
2. Business Name
3. Name Check and Reservation
4. Directors
5. Bylaws
6. Registered Agent

Updated November 12, 2020:

Articles of incorporation NJ are documents that are required of a corporation (in the making) to be filed with the New Jersey Department of Treasury.

The Public Records Filing for New Business Entity

All corporations planning to do business in New Jersey, whether they're foreign or domestic, must turn in the Public Records Filing for New Business Entity of the New Jersey Division of Revenue. The document can be sent by traditional mail to the address below:

New Jersey Department of Treasury

Division of Revenue and Enterprise Services/Corporate Filing Unit

Post Office Box 308

Trenton, NJ 08646-0308

It can also be sent via fax to 609.984.6851.

You must make a complete payment of the filing fee, which is between $75.00 to $125.00. The fee can be paid with a check to the “Treasurer, State of NJ” or with a credit card. If you decide to file online, apart from paying by credit card, you can pay into a depository account or pay by electronic check. Additionally, you can get more information through the New Jersey Division of Revenue via its online Business and Registration Service.

Business Name

Ensure that the name of your business adheres to the requirements of the state. For instance, a corporation ought to have befitting words of description as part of its name, some of which are the following:

  • Corporation
  • Company
  • Incorporated
  • Limited

Your business can also be described with the proper abbreviations, such as the following:

  • Corp.
  • Ltd.
  • Inc.
  • Co.

The name must not have any abbreviation, word, or phrase that suggests or shows that it was organized for purposes other than what its certificate of incorporation permits. Some words are restricted. A few examples are the following:

  • Little League
  • Olympic
  • Realtor
  • Trust

Name Check and Reservation

Make certain that your business name is different from the names of other companies, whether they're non-profit, for-profit, domestic, foreign limited partnerships, or any other currently registered or reserved name. You should carry out a name check before you file a paper certificate. It is also important to reserve a chosen name to ensure it's not taken while you're still in the process of registration.

Directors

The law of New Jersey compulsorily requires every corporation to have at least one director. It is usual for the initial board to be comprised of the owners. All directors must be at least 18 years old. Furthermore, they're neither required to live in New Jersey nor be the corporation's shareholders, except the corporation's certificate of incorporation or bylaws indicate(s) otherwise.

The certificate of incorporation has to clearly state the number of directors to make up the first board and supply their names and addresses. If your corporation is non-profit, at least three members of the board of trustees will have to be supplied. However, you won't need to supply the names and addresses of the officers in the certificate of incorporation.

If your non-profit organization plans to benefit from a federal tax-exempt status, you should read publication 557 of the Internal Revenue Service. The publication explains certain federal obligations, which your stated purpose has to include.

Bylaws

There are no hard and fast rules for drafting bylaws, but they usually state the internal rules and processes for the corporation concerning issues such as:

  • the existence and obligations of corporate offices
  • the number of persons to constitute the board of directors
  • how board members should be elected
  • the terms of their election
  • when and how shareholder meetings and board meetings should be convened
  • who should schedule such meetings
  • how the board should generally function

There's no compulsory requirement to file your bylaws with the state. However, a copy must be kept at the corporation's principal business venue.

Registered Agent

Every corporate organization must have a registered agent in order to be legally permitted to do business as a corporation in New Jersey. Court-issued documents will be sent to the corporation's registered agent when the corporation gets an invite to show up at the court. Every corporation is required to provide the name and physical address of its registered agent. New Jersey disallows post office boxes.

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