Form a Corporation in Idaho
Everything you need to know about forming a Corporation in Idaho. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Corporate Name
Select a unique name for your corporation that includes a required designator such as 'Corporation,' 'Incorporated,' 'Company,' 'Limited,' or an abbreviation thereof. Search the Idaho Secretary of State's business name database to confirm availability.
30 minutes
Appoint a Registered Agent
Designate a registered agent with a physical street address in Idaho (P.O. boxes are not permitted) who is available during normal business hours to receive legal documents and official state correspondence on behalf of the corporation.
1-2 hours
File Articles of Incorporation
Prepare and file the Articles of Incorporation with the Idaho Secretary of State, either online or by mail. The document must include the corporate name, registered agent information, number of authorized shares, and incorporator details.
1-2 hours
Pay the Filing Fee
Submit the $100 filing fee along with your Articles of Incorporation; opt for the $20 expedited service if faster processing is needed. Payment can be made online via credit card or by check if filing by mail.
15 minutes
What's Next After Filing
Once your Corporation is officially formed, you'll want to complete these important steps:
- •Draft Corporate Bylaws — Create corporate bylaws that outline governance procedures, including board of directors' roles, officer responsibilities, meeting schedules, and voting procedures. While not filed with the state, bylaws are required under Idaho law and must be kept at the principal office.
- •Hold Organizational Meeting & Issue Stock — Conduct an initial organizational meeting of the board of directors to adopt bylaws, elect officers, approve initial business decisions, and issue shares of stock to initial shareholders in accordance with your authorized share structure.
- •Obtain EIN and Fulfill Tax & License Requirements — Apply for a federal Employer Identification Number (EIN) from the IRS, register with the Idaho State Tax Commission for applicable state taxes, and obtain any required local business licenses or permits before commencing operations.
Advantages
- ✓Limited liability protection shields shareholders' personal assets from corporate debts and legal judgments
- ✓Idaho has no franchise tax, reducing the ongoing tax burden compared to states like California or Delaware
- ✓Corporations can raise capital more easily by issuing multiple classes of stock and attracting investors or venture capital
- ✓Perpetual existence means the corporation continues regardless of changes in ownership or the death of shareholders
- ✓S-Corp election is available, allowing pass-through taxation and avoiding double taxation for qualifying corporations
Considerations
- •C-Corporations face potential double taxation — profits taxed at the corporate level and again when distributed as dividends to shareholders
- •More administrative complexity and formality required compared to LLCs, including mandatory bylaws, board meetings, and detailed record-keeping
- •Higher ongoing compliance burden with required annual reports, corporate minutes, and adherence to Idaho corporate statutes
Annual Obligations
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