Filing a Pennsylvania Corporation
When comparing different corporate structures, many new business owners find themselves attracted to the Pennsylvania Corporation option. It makes sense, as a Corporation can provide numerous tax benefits to owners and can provide instant credibility to customers. However, owners are often confused when it comes to the filing process. Owners must be diligent when filing to ensure they do so correctly.
Steps To Filing a Corporation
Choose A Name
The first thing that those looking to form a Pennsylvania Corporation must do is choose a name. Pennsylvania requires companies to include an indicator in their name reflective of their corporate structure. In this case, owners will need to add something like, “Corporation,” “Incorporated,” “Limited,” “Company,” or an appropriate abbreviation, such as “Inc.” Additionally, Pennsylvania does not allow two Corporations to share the same name. To prevent this from happening, owners should use the DoMyLLC Name Availability Check Page
Choose An Agent For Service Of Process
After choosing a name, new business owners will need to select a registered agent. The registered agent is responsible for accepting all legal correspondence for the business. Unfortunately, many owners don’t realize how critical a quality registered agent can be. Consider utilizing the registered agent services offered by a professional third-party company, such as DoMyLLC.
File Articles Of Incorporation & Pay Filing Fees
Once owners have selected a name and registered agent, they can proceed with filing Articles of Incorporation with the Department of State’s Bureau of Corporations and Charitable Organizations. There is a $125 fee to submit this form. Information that owners will need to provide includes:
- The return address for the document
- Whether owners qualify for a veteran/reservist-owned small business fee exemption
- The type of Corporation owners wish to register as
- Name of the company
- Name and address of the registered agent
- The aggregate number of shares, if any
- Name and address of all incorporators
- Effective date
- Additional provisions
- If a Cooperative Corporation, information about common bonds amongst the membership
- If a Benefit Corporation, information about the purpose of the organization
- Signatures of incorporators
File Initial Report
The Pennsylvania Corporation will not need to file Initial Report
Create Corporate Bylaws, Appoint Directors And Hold Meetings
After filing Articles of Incorporation, owners will want to hold the initial corporate meeting. Those who filed Articles of Incorporation are responsible for overseeing the meeting. Incorporators should appoint individuals to the board of directors at this meeting and record this information in the corporate records. Directors will serve on the board until the next annual meeting of the shareholders, where they will be up for re-election.
Once in place, the board can define the roles of officers. They will then need to elect officers. Directors should also draft corporate bylaws, which serve as an internal operating manual for the company. The Pennsylvania Corporation cannot exist or conduct business until the board of directors has adopted a set of bylaws. Although bylaws are not made public, many insurers and banks wish to see proof of them before working with a Corporation.
While at the initial corporate meeting, the board of directors should also issue stock. They are the only body with authority to issue stock and are responsible for doing so throughout the life cycle of the Corporation. The amount of stock that they can release is defined in the Articles of Incorporation. The board will also want to maintain a detailed stock ledger. This will help improve transparency for future investors, thus protecting the corporate veil.
Obtain Employer Identification Number
The Pennsylvania Corporation will also need to secure an Employer Identification Number from the IRS. This allows them to hire new employees and open a business bank account. It’s also required to file taxes.
File Pennsylvania Required Decennial Reports
The Corporation will need to file a report with the Department of State every ten years, so long as no other filings have been made during that period. Every Corporation has the same deadline, regardless of when they were incorporated. The next deadline is in 2021. There will be a fee of $70 to submit this form. Learn more at our Pennsylvania Decennial Report page.
Although the Pennsylvania Corporation needs to file Decennial Reports once a decade, there are still other annual reporting requirements. The company must file state and federal taxes and renew all licenses and permits each year.
How DoMyLLC Can Assist With Streamlining The Process
At DoMyLLC, our goal is to help a Pennsylvania Corporation hit the ground running. Our services include:
- Name availability check
- Prepare Articles of Incorporation
- File Articles of Incorporation with the Secretary of Pennsylvania’s office
- Provide sample bylaws, meeting notices and minutes for meetings
- Dedicated account manager
- Unlimited customer support
Interested in learning more? Contact us today to learn how we can help your Pennsylvania Corporation.