New Hampshire C Corp Formation

New Hampshire C Corporation Formation

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Steven S.

Steven Stark

284 reviews
For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
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Richard G.

Richard Gora

157 reviews
Looking for an attorney with experience? Richard Gora is the exact attorney you want. Having defended over 100 cases both in state and federal courts and working with clients from around the globe, Richard has an array of different experiences. His services are wide-ranging and include business litigation, securities litigations, employment litigation, and business counsel. Prior to founding Gora LLC, he worked for Finn, Dixon & Herling LLP for eight years.
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Joshua G.

Joshua Garber

199 reviews
Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
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Ian S.

Ian Stock

2 reviews
Founder of EntrepreLaw, high-tech corporate attorney Ian Stock provides general counsel services to select business. He offers support to startups in areas including financing, capital structure, and supplier and key customer deals at lower rates than major law firms. Fluent in French, Mr. Stock extends his counsel to non-US companies partaking in mergers, acquisitions, and joint ventures.
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Pete L.

Pete Larsen

2 reviews
Pete Larsen is an attorney at law who has been practicing law for the past 12 years. Pete is licensed to practice law in Texas and he obtained his legal degree from the South Texas College of Law. Some of Pete’s most recent clients include Situs, Deutsche Bank Securities Inc. and GP Strategies. He is exceptionally experienced in real estate law. Since May 2014, Pete has been serving as a partner at First Law International.
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Adam E.

Adam Engel

Adam Engel is the Founder and Attorney of the A.E. Engel & Associates Law Practice. He has experience working as a Litigation Attorney for companies such as DL Rothberg & Associates, P.C. and Quinn Emanuel. His main practice areas include General Commercial Litigation and Counseling, including Intellectual Property and Entertainment, Defamation of the First Amendment, Employment, as well as Securities Law. Adam graduated cum laude from The University of Michigan Law School in 1999.
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Jonathan B.

Jonathan Barber

3 reviews
Jonathan Barber is a business attorney who has been serving corporate clients in North Carolina for the past two years. He received a Juris Doctorate degree in law from the Liberty University School of Law. Jonathan is experienced in tax law, as well as in labor and employment law. He is also able to assist with the drafting, negotiation and reviewing of commercial contracts. Since May 2016, Jonathan has been serving as the managing attorney at the Barbell Power Law Group.
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Raye M.

Raye Mitchell

A graduate of Harvard Law School, Raye Mitchell is passionate about supporting the success of women and girls. In recent years, she has become a motivational speaker, working with both individuals and corporate clients to inspire women to be global leaders. She is also recognized as an entertainment producer, social entrepreneur, and published author.
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Baron O.

Baron Ojogho

Baron Ojogho is an attorney and a contracts specialist. He has been practicing law for the past four years and is licensed to practice law in New York. Baron has a Juris Doctorate degree in law, which he obtained after he graduated from the New York University School of Law. He primarily specializes in dealing with commercial contracts. Baron has been serving as a director of business and legal affairs at NBC Universal since April 2017.
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David M.

David Montoya

David Montoya is a well-experienced Lawyer who enjoys working with businesses both small and medium sized. In the past, he worked in the Investing and Entrepreneurial World. His focus is on startups, venture capital and private equity. He is also a Certified Public Accountant - bringing a whole new aspect to his Law Practice. He is helping a passion for students and their families with issues related to bullying and harassment.
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Why use UpCounsel to form your C Corporation in New Hampshire?

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Why use UpCounsel to form an C- Corp in New Hampshire

Starting an C- Corp in New Hampshire with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our C- Corp attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for an C- Corp.

When forming an C- Corp in New Hampshire with UpCounsel, the attorney you choose to help you will conduct a business name search for your New Hampshire C- Corp and assist you in preparing your C- Corp Operating Agreement, along with providing other legal services based on your needs. Once your Articles of Incorporation have been prepared and successfully filed with the New Hampshire Secretary of State Corporate Division, your New Hampshire C- Corp has been formed and begins its existence as a corporate entity.

Choosing a Company Name for Your C- Corp

One of the first steps in the process of forming your C- Corp is to choose your business name.

The business name that you choose must contain the words "incorporated", "corporation", "limited", or "company", or an abbreviation of these words. The name may not indicate or imply that the corporation is organized for a purpose other than one permitted by state law or its articles of incorporation. It must be distinguishable (not the same as or deceptively similar to) the name of an S Corp or foreign C- Corp reserved or registered.

Your C- Corp name may contain the name of one or more members.

By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your New Hampshire S Corp before filing to see which names are available. Once you have chosen an available name, your chosen C- Corp attorney can help you properly register your name with the State of New Hampshire.

Requirements for Forming a New Hampshire C- Corp

Articles of Incorporation: When forming an C- Corp in New Hampshire, the Articles of Incorporation must be filed with the New Hampshire Secretary of State. New Hampshire state law requires that certain information be included in your Articles of Incorporation when forming your New Hampshire C- Corp.

This information must include:

  1. The C- Corp name and address.
  2. The name and address of the registered agent for service of process on the C- Corp.
  3. The number of shares, and their class, that the C- Corp is authorized to issue.
  4. The name and addresses of each of the incorporators.

Form SRA: A New Hampshire C- Corp must also file an addendum called Form SRA with the Certificate of Formation. It must contain a statement acknowledging that the C- Corp has complied with New Hampshire's securities laws.

Additionally, a New Hampshire C- Corp formation generally requires inclusion and/or consideration of the following:

C- Corp Operating Agreement: Although the C- Corp Operating Agreement is not required with the Articles of Incorporation, it is a good idea for every C- Corp with more than one member to have one. The Articles of Incorporation may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement. If there is more than one member, any operating agreement shall initially be agreed to, in writing, by all of the members. If you do choose to adopt an operating agreement, it does not have to be filed with the Secretary of State, but should be kept on file by the registered agent.

Membership: A C- Corp must have one or more members.

Eligibility Requirements: A natural person or an entity.

Procedure for Membership: The member may acquire an interest in the C- Corp directly from the C- Corp at the time of formation and, after formation, at the time provided in and upon compliance with the Articles of Incorporation or the operating agreement or, if not provided, only upon the vote of a majority in interest of the C- Corp members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the C- Corp's operating agreement.

Business Licenses: Business licenses and/or permits are required for most C- Corp's offering specific professional services. Contact the New Hampshire State Corporations Commission for specific licenses.

Resident Agent needed for a New Hampshire C- Corp

Remember every New Hampshire C- Corp must have a registered agent in New Hampshire, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The statutory agent may be a New Hampshire resident or business entity (corporation, LLC, or limited liability partnership) authorized to do business in the state. However, the registered agent must have a physical New Hampshire street address.

New Hampshire Secretary of State

Once you create an C- Corp in New Hampshire, the New Hampshire Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

For further information, contact the New Hampshire Secretary of State.

Recurring Responsibilities and Duties for New Hampshire C- Corps

Periodic Report: Each C- Corp shall provide a periodic report to the New Hampshire Secretary of State regarding its financial condition to each of its members. Your registered agent will be mailed a reminder prior to when your periodic report is due. If your periodic report is not filed on time, your C- Corp could face fines. The periodic report must be filed online at the Secretary of State's website.

Records: Each New Hampshire C- Corp must keep the following records open to inspection at its office:

  1. A current list of the full name and last known business or residence address of each member and of each holder of an economic interest in the C- Corp set forth in alphabetical order, together with the contribution and the share in profits and losses of each member and holder of an economic interest.
  2. If the C- Corp is manager-managed, you will need a current list including the full name and business or residence address of each manager.
  3. A copy of the Articles of Incorporation and all amendments thereto, together with any powers of attorney pursuant to which the Articles of Incorporation or any amendments thereto were executed.
  4. Copies of the C- Corp's federal, state, and local income tax or information returns and reports, if any, for the six most recent taxable years.
  5. A copy of the C- Corp's Operating Agreement, if in writing, and any amendments thereto, together with any powers of attorney pursuant to which any written operating agreement or any amendments thereto were executed.
  6. Copies of the C- Corp's financial statements, if any, for the six most recent fiscal years.
  7. The books and records of internal affairs as they relate to the C- Corp for at least the current and past four fiscal years.
  8. A signed "Incorporator's Statement" showing the names and addresses of the initial directors who will serve on the board until the first annual meeting of shareholders.

Filing Fees for a New Hampshire C- Corp

The processing fee for the Ar and the Form SRA addendum is generally about $100. Also, the filing and reservation of the C- Corp's name is $15. These fees can change so it would be best to check with the New Hampshire Secretary of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.

Taxes for a New Hampshire C- Corp

New Hampshire C Corporation shareholders do not report any of the business income and expense on their individual tax return. The corporation files tax returns and pays its income taxes (at generally lower tax rates than would individuals) while the individual shareholders report and pay personal income taxes only on monies paid them by the corporation.

It should be noted that shareholders are required to pay personal income taxes on income from dividends paid by a C Corporation even though income taxes have previously been paid by the corporation. This leads to what is commonly referred to as "double taxation".

New Hampshire state law follows federal law for income tax purposes. Therefore if a corporation is classified as an association taxable as a C Corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.

Federal Income Tax: For federal income tax purposes, a C- Corp is recognized as a separate taxpaying entity. A corporation conducts business, realizes net income or loss, pays taxes and distributes profits to shareholders.

New Hampshire State Income Tax: New Hampshire imposes both a "business profits tax" (BPT) and a "business enterprise tax" (BET).

Federal Tax Identification Number: Your corporation will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). You do not need to get a new EIN after the corporation choose to become a C- Corp. An EIN is similar to an individual's social security number. You will need an EIN for your C- Corp as long as there is one member, even if the C- Corp does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.

Start Your Business Off Right with an Affordable C Corporation Attorney in New Hampshire

Start Your Company Off Right with Affordable C Corporation Attorneys in New Hampshire

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