How to Start a Corporation in New Hampshire

How to Start a Corporation in New Hampshire

How to Start a Corporation in New Hampshire

Incorporating in New Hampshire is straightforward if you know the exact steps, fees, and filing requirements. This guide walks you through the process from name registration through getting your Articles of Incorporation approved by the Secretary of State.

What You Need Before You File

Gather these items before you start:

  • Corporate name: Must include "Corporation," "Incorporated," "Company," or an abbreviation (Corp., Inc., Co.). It must be distinguishable from every other business name on file with the New Hampshire Secretary of State, including trade names and any business dissolved within the last 120 days. Articles, plurals, phonetic spellings, abbreviations, and added prefixes or suffixes do not make a name distinguishable.
  • Registered agent: An individual, corporation, or LLC located in New Hampshire who will accept legal documents on behalf of your company. This can be you, a co-owner, an employee, or a professional registered agent service. The agent must have a physical street address in New Hampshire (not a post office box) and be available during regular business hours.
  • Principal office address: Where your corporation will conduct business. This can be the same as your registered agent's address or different.
  • Number of shares: Most new corporations start with 1,000 authorized shares, but you can set any number. This is usually a formality and does not affect startup costs.
  • Initial directors: At least one director required. You can be the sole director.
  • Filing fee: $100 to file Articles of Incorporation.

Step 1: Verify Your Corporate Name

Before filing, confirm your name is available. Go to the New Hampshire Business Search and search the exact name you want to use. The search is case-insensitive, but the Secretary of State checks for confusingly similar names too, so try common variations.

If your name is available and you want to reserve it, file a Name Reservation (Form 1) for $15. This holds the name for 120 days while you prepare your full incorporation. Name reservation is optional but recommended if you are not filing immediately.

Do not file under a name that would conflict with an existing trademark or another business's mark. The Secretary of State does not check trademarks, so this is your responsibility. Search the U.S. Patent and Trademark Office database at uspto.gov/trademarks if you want to register your name as a federal trademark later.

Step 2: Appoint a Registered Agent

Every New Hampshire corporation must appoint and continuously maintain a registered agent. This is non-negotiable. The agent accepts service of legal process (lawsuits, regulatory notices) on your behalf. If you fail to maintain a registered agent, the Secretary of State can suspend or administratively dissolve your corporation.

Your registered agent can be:

  • You (the owner or founder)
  • A co-owner or employee
  • A professional registered agent service (typically $50 to $300 per year)

The registered office (the agent's address) must be a physical street address in New Hampshire. A post office box does not qualify. The agent should be available at that address during regular business hours. If your registered agent moves, dies, resigns, or becomes unavailable, you must file Form 10 (Change of Registered Agent) within 30 days, along with a $15 fee.

Step 3: Prepare Your Articles of Incorporation

The Articles of Incorporation is your formation document. Use Form 11 from the New Hampshire Secretary of State. You can download it from sos.nh.gov/corporations-0 or file online through NH QuickStart.

Your Articles must include:

  • Corporate name (exactly as it will appear on your license)
  • Street address of your registered office and the name of your registered agent
  • Principal office address (can be the same as registered office or different)
  • Number of authorized shares (typically 1,000; you can set any number)
  • Names and addresses of the initial board of directors (at least one)
  • Your name and address as the incorporator filing the document

You do not need to include bylaws, shareholder agreements, or operating details in the Articles. Keep it simple. The Articles of Incorporation is a public document, so do not include sensitive information like bank accounts or confidential business plans.

Step 4: File Your Articles of Incorporation

You have two filing options:

Online Filing (Recommended)

File through NH QuickStart at quickstart.sos.nh.gov/online. Create an account, upload your Articles of Incorporation (Form 11), pay the $100 filing fee, and submit. The portal accepts credit cards and electronic checks.

Processing time varies depending on filing volume. The Corporation Division posts the current processing date in the announcements on the NH QuickStart login page. Standard processing is typically 5 to 15 business days, depending on the time of year.

In-Person Filing (Expedited)

Walk into the New Hampshire Secretary of State, Corporation Division Customer Lobby in Concord and file in person. Pay $100 for standard filing or $125 for expedited service (an additional $25). In-person expedited filings often receive a Certificate of Incorporation the same day or within 24 hours.

Step 5: Receive Your Certificate of Incorporation

Once approved, the Secretary of State issues a Certificate of Incorporation. This is your proof that your corporation is legally formed. You will receive it by mail if you filed online, or you can pick it up immediately if you filed in person.

Do not assume your corporation exists until you have the Certificate in hand. Many new business owners make the mistake of opening a bank account or signing contracts before the certificate is approved. Wait for approval first.

Step 6: Obtain an EIN and Open a Business Bank Account

Once your corporation is approved, apply for an Employer Identification Number (EIN) from the IRS. You can apply online at irs.gov/ein, by phone, or by mail. An EIN is free. You will need your Certificate of Incorporation, your registered agent's information, and your principal office address.

With your Certificate and EIN, open a business bank account in your corporation's name. This is important for liability protection and tax compliance. Do not commingle personal and business money. Your bank will ask for your Certificate of Incorporation, EIN, and identification.

Step 7: File Your Annual Report

This is easy to forget. New Hampshire requires all corporations to file an Annual Report each year. The report is due April 1 of each year following the year your corporation was registered. The fee is $100. A $50 late fee applies if you file after April 1.

Failure to file the Annual Report can result in your corporation being marked "Not in Good Standing" or administratively suspended by the Secretary of State. This affects your ability to conduct business, sue, or defend a lawsuit. File on time, every year.

You can file your Annual Report online through NH QuickStart or by mail to the Secretary of State.

Costs and Timeline

Item Cost Timeline
Name Reservation (optional) $15 Immediate, holds name 120 days
Articles of Incorporation filing fee $100 5 to 15 business days (standard) or same day (in-person expedited +$25)
Registered agent service (if using professional service) $50 to $300 per year Ongoing
Annual Report (due every April 1) $100 Annual
Late fee for Annual Report (if late) $50 Charged if filed after April 1

Total startup cost: $100 (filing fee) to $125 (expedited). If you use a professional registered agent, add $50 to $300 per year.

Tax Considerations

New Hampshire has no personal income tax and no sales tax. However, your corporation may owe the Business Profits Tax (7.5% for taxable periods ending on or after December 31, 2023) if it has more than $109,000 of gross business income per year. You may also owe the Business Enterprise Tax (0.55%) if your enterprise has more than $298,000 of gross receipts or an enterprise value tax base over $298,000.

Your corporation does not need a general state business license. However, if you operate in a regulated field (food service, professional licensure, health care, construction, etc.), you will need to apply for industry-specific licenses and permits through the appropriate state agency.

Consult a certified public accountant (CPA) or tax professional before your first year of business to understand your tax obligations. The New Hampshire Department of Revenue Administration has more information at revenue.nh.gov.

Common Mistakes to Avoid

  • Forgetting the registered agent requirement. Every corporation must have a registered agent at all times. If your agent becomes unavailable, you have 30 days to file Form 10 with a replacement. Do not ignore this. Failure to maintain a registered agent is grounds for administrative suspension.
  • Choosing a name that is too similar to an existing business. The Secretary of State will reject names that are confusingly similar. Search thoroughly, including trademark databases.
  • Missing the April 1 Annual Report deadline. It is easy to forget, but a missed deadline results in a $50 late fee and potential suspension. Set a calendar reminder for March 15 each year.
  • Filing Articles with incomplete information. Missing director names, agent address, or other required fields will cause the Secretary of State to reject your filing. Double-check Form 11 before submitting.
  • Using a post office box as your registered office address. This is not allowed. Your registered agent must have a physical street address in New Hampshire.
  • Assuming your corporation exists before you receive the Certificate. Do not conduct business, sign contracts, or open bank accounts until the Secretary of State approves your Articles and issues the Certificate.
  • Not understanding the difference between incorporation and business licensing. Incorporation (forming a corporation with the Secretary of State) is not the same as obtaining business licenses for specific industries. Restaurants, contractors, childcare facilities, and professional practices must obtain separate industry licenses.

Next Steps After Incorporation

Once your corporation is approved, consider these steps:

  • Draft corporate bylaws. Bylaws are internal rules for how your corporation operates. They are not filed with the Secretary of State, but they are important if you have multiple shareholders or directors. A corporate bylaws template can be found online or drafted by a business attorney.
  • Hold an initial directors meeting. Adopt bylaws, authorize the issuance of shares, and appoint officers (president, secretary, treasurer). Documenting this in minutes is good practice.
  • Issue stock certificates. Distribute shares to shareholders and keep records of who owns what percentage of the company.
  • Obtain business insurance. General liability, workers compensation (if you have employees), and other policies protect your corporation from risk.
  • Register for state and federal taxes. Beyond the EIN, you may need a sales tax permit (if applicable to your business), unemployment insurance account, and workers compensation if you have employees.
  • Consult a business attorney or accountant. The cost of professional guidance upfront saves time and money later. An attorney can review your bylaws, shareholder agreements, and liability structure. A CPA can advise on tax strategy and payroll compliance.

Where to Get Help

If you have questions about incorporation, contact the New Hampshire Secretary of State, Corporation Division:

The New Hampshire Small Business Development Center also offers free business formation guidance: nhsbdc.org.

Legal Disclaimer

This guide is informational only and does not constitute legal or tax advice. Incorporation involves important legal, tax, and liability considerations that vary by business type and individual circumstance. Before incorporating, consult a qualified business attorney and a certified public accountant or tax professional. They can advise you on whether a corporation is the right structure for your business, help you understand your personal liability, and guide you through tax compliance and ongoing requirements specific to your situation.