Form a S-Corp in Maine
Everything you need to know about forming a S-Corp in Maine. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Corporate Name
Select a unique business name that complies with Maine naming rules, including a required designator such as 'Corporation,' 'Incorporated,' 'Corp.,' or 'Inc.' Use the Maine Secretary of State's online business name search tool to confirm availability before filing.
30 minutes
Appoint a Registered Agent
Designate a registered agent with a physical street address in Maine who is available during regular business hours to receive legal and official documents on behalf of the corporation. The agent can be an individual Maine resident or a registered commercial agent service.
1-2 hours
File Articles of Incorporation
Prepare and file Articles of Incorporation (Form MBCA-6) with the Maine Secretary of State, Bureau of Corporations, Elections & Commissions, including the corporate name, registered agent information, number of authorized shares, and incorporator details. Filing can be completed online or by mail with the $145 filing fee.
1-2 hours
Create Corporate Bylaws
Draft corporate bylaws that outline the internal governance structure of the corporation, including rules for shareholder meetings, board of director responsibilities, officer roles, and voting procedures. While not filed with the state, bylaws are a legally important internal document.
2-4 hours
What's Next After Filing
Once your S-Corp is officially formed, you'll want to complete these important steps:
- •Hold Organizational Meeting & Issue Stock — Conduct an initial organizational meeting of the board of directors to adopt bylaws, elect officers, and issue stock to shareholders. Keep detailed minutes of this meeting as part of your corporate records, and ensure shareholders meet IRS S-Corp eligibility requirements.
- •Obtain EIN and Elect S-Corp Status — Apply for a federal Employer Identification Number (EIN) from the IRS at no cost, then file IRS Form 2553 (Election by a Small Business Corporation) to elect S-Corporation tax treatment. The election must be filed no later than 2 months and 15 days after the start of the tax year the election is to take effect.
- •Register for Maine State Taxes & Licenses — Register with the Maine Revenue Services for applicable state taxes including income tax withholding, sales tax (if selling taxable goods), and unemployment insurance through the Maine Department of Labor. Obtain any required local business licenses or permits specific to your industry and municipality.
Advantages
- ✓Pass-through taxation avoids federal corporate double taxation, with income and losses flowing directly to shareholders' personal tax returns
- ✓Shareholder-employees can potentially reduce self-employment tax liability by splitting compensation between reasonable salary and S-Corp distributions
- ✓Provides limited liability protection, shielding shareholders' personal assets from business debts and legal judgments
- ✓Enhanced credibility and professional standing compared to sole proprietorships or general partnerships when dealing with clients, vendors, and lenders
Considerations
- •Strict IRS eligibility restrictions limit S-Corps to 100 shareholders, one class of stock, and US citizen or resident alien shareholders only
- •More complex and costly to form and maintain than a sole proprietorship or LLC, with ongoing compliance requirements including annual reports, meeting minutes, and corporate formalities
- •Shareholder-employees must pay themselves a 'reasonable salary' subject to payroll taxes, adding administrative burden and payroll compliance costs
Annual Obligations
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