Incorporating in North Dakota

For complete and current information concerning North Dakota corporations you should go to the North Dakota Secretary of State web site. The following is not an attempt to present all you need to know when forming a corporation in North Dakota  but rather to call your attention to just some of the basic information and requirements you may want to know as you submit information to form your corporation.

The information herein is cited from the North Dakota Secretary of State web site and the North Dakota Business Corporation Act. While we make every effort to ensure its accuracy, MaxFilings cannot and does not guarantee that all of the information is accurate or complete and/or current and it should therefore be independently verified.

North Dakota corporation name:

A North Dakota corporation’s name must be in the English language or expressed in English letters or characters in another language. The name must contain the word "company", "corporation", "incorporated", "limited", or an abbreviation thereof. A corporation’s name cannot contain the words "limited liability company", "limited partnership", "limited liability partnership", "limited liability limited partnership", or any abbreviation of these words. The name cannot contain a word or phrase that indicates or implies the corporation is formed for a purpose other than is allowed under North Dakota law or stated in its articles of incorporation. Other than as may be authorized in accordance with North Dakota law, the name cannot be the same as or deceptively similar to the name of any other entity on file or reserved with the secretary of state.

North Dakota corporation board of directors:

A North Dakota corporation’s board of directors must consist of one or more directors with the number being specified in, or fixed in accordance with, the articles of incorporation or bylaws.
Directors must be individuals with any additional qualifications that may be provided for in the articles of incorporation or bylaws.

North Dakota corporation officers:

The officers of a North Dakota corporation must be individuals who are at least eighteen years old and shall consist of a president, a secretary, and a treasurer. There may also be one or more vice presidents and any other officers or agents as may be provided for in the corporation’s bylaws. Unless the articles of incorporation or bylaws provide that the shareholders elect the officers, they shall be elected by the board of directors as may be provided in the bylaws.

North Dakota corporation shareholders’ and directors’ meetings:

Regular shareholders’ meetings may be held annually or on some other less frequent periodic basis however they do not have to be held unless required by the articles of incorporation or bylaws or by North Dakota law. If a regular shareholders’ meeting has not been held during the earlier of six months after the corporation’s fiscal yearend or fifteen months after the last meeting, any shareholder(s) holding five percent or more of the voting power of all shares entitled to vote may demand a regular meeting of shareholders by giving written notice of demand to the corporation’s president or secretary. Any regular shareholders’ meetings held must be held at the time and place specified in, or fixed in accordance with, the articles of incorporation or bylaws provided however that a meeting called by, or at the demand of a shareholder in accordance with North Dakota law, shall be held in the county where the corporation’s principal executive office is located.

Special shareholders’ meetings may be called by the president, two or more directors, a person so authorized in the articles of incorporation or bylaws, or any shareholder(s) as provided for under North Dakota law. In addition, North Dakota law sets forth certain conditions under which the district court of the county where the corporation’s principal executive office is located may order a meeting to be held.

Board of directors’ meetings may be held from time to time as specified in the articles of incorporation or bylaws at any place, in or out of North Dakota.

North Dakota taxes:

Visit the North Dakota Office of State Tax Commissioner web site.

North Dakota Registered Agent:

North Dakota corporations are required to have a registered agent in North Dakota. By having MaxFilings provide you with a professional registered agent, you can be assured that all legal documents, tax documents, annual reports, and correspondence with the state and regulatory agencies will be handled promptly, professionally, and efficiently.

Start forming your corporation now:

If you’re ready to form a North Dakota corporation with MaxFilings, you can start entering your information now. You’re under no obligation, and there is no charge until you actually place your order.

Incorporate in North Dakota