Form a S-Corp in Nevada
Everything you need to know about forming a S-Corp in Nevada. 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 Nevada corporation that includes a required designator such as 'Corporation,' 'Incorporated,' 'Company,' 'Corp.,' 'Inc.,' or 'Co.' Verify name availability using the Nevada Secretary of State's online business name search tool.
30 minutes
Appoint a Nevada Registered Agent
Designate a registered agent with a physical street address in Nevada who is authorized to receive legal and official documents on behalf of the corporation. The registered agent can be an individual Nevada resident or a commercial registered agent service.
1-2 hours
File Articles of Incorporation
Submit the Articles of Incorporation (Form C001) to the Nevada Secretary of State, either online or by mail, including the corporation's name, registered agent information, number of authorized shares, and incorporator details. Pay the $75 Articles filing fee at submission.
1-2 hours
File Initial List of Officers/Directors & State Business License
File the Initial List of Officers, Directors, and Registered Agent ($150) and obtain the Nevada State Business License ($500) simultaneously with or immediately after filing the Articles of Incorporation. These are mandatory and must be filed within 30 days of formation.
30-60 minutes
What's Next After Filing
Once your S-Corp is officially formed, you'll want to complete these important steps:
- •Obtain an EIN from the IRS — Apply for a Federal Employer Identification Number (EIN) from the IRS online at no cost, which is required for tax filings, opening a business bank account, and hiring employees. The EIN is issued immediately upon completion of the online application.
- •Elect S-Corporation Tax Status with the IRS — File IRS Form 2553 (Election by a Small Business Corporation) to elect S-Corporation tax treatment; this must be filed no later than 2 months and 15 days after the beginning of the tax year the election is to take effect. All shareholders must sign the form, and the corporation must meet IRS S-Corp eligibility requirements including having 100 or fewer shareholders, only one class of stock, and only eligible shareholders.
- •Draft Corporate Bylaws & Organizational Resolutions — Create corporate bylaws governing internal operations, hold an organizational meeting of the initial board of directors, issue stock certificates to shareholders, and maintain a corporate records book. Open a dedicated business bank account and obtain any required local business licenses or permits.
Advantages
- ✓Nevada has no state corporate income tax, no personal income tax, and no franchise tax on S-Corporations, maximizing pass-through tax benefits for shareholders.
- ✓Strong shareholder and director liability protections under Nevada law, including robust charging order protections and limitations on piercing the corporate veil.
- ✓S-Corp status allows shareholders who are active in the business to reduce self-employment taxes by splitting income between a reasonable salary and pass-through distributions.
- ✓Nevada does not require shareholder or director information to be publicly disclosed in the Articles of Incorporation, offering enhanced privacy compared to many other states.
Considerations
- •Higher initial formation costs compared to many states, with mandatory fees totaling $725 (Articles + Initial List + Business License) plus ongoing annual fees of $650.
- •IRS S-Corporation eligibility restrictions limit the corporation to 100 shareholders, one class of stock, and only U.S. citizen or resident alien individuals as shareholders, restricting growth and investment options.
- •If your business primarily operates outside Nevada, you may need to foreign qualify in your home state and pay fees and taxes in both states, potentially negating Nevada's tax advantages.
Annual Obligations
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