Starting a Corporation in Maine | What You Need to Know


Steve Bennett
Steve Bennett
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Start a Corporation in Maine

In Maine, starting a corporation can benefit entrepreneurs looking to establish a separate legal entity for their business. Incorporating your business provides liability protection for its owners and offers potential tax benefits and a professional image. This comprehensive guide will walk you through Starting a Corporation in Maine, from choosing a corporate name to fulfilling ongoing compliance requirements. Some people consider starting a corporation since it has advantages and benefits rather than Starting an LLC in Maine.

Webinarcare Editorial Team will help you gain knowledge in starting a corporation with thorough research and market study. It would be best to cross-check all the factors in this article before forming a corporation.

What is a Corporation in Maine?

A corporation in Maine is a business organization recognized as a separate legal entity from its owners, also known as shareholders. When a corporation is formed, shareholders invest capital by purchasing shares of stock and, in return, become partial company owners. The corporation is managed by a board of directors elected by the shareholders to oversee the company’s operations and make important decisions. Corporations in Maine are required to have at least Three directors. One of the main advantages of a corporation in Maine is that it provides limited liability protection to its shareholders, meaning their assets are not at risk if the corporation incurs debt or is legally sued.

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Common Types of Corporations

Before you start with a corporation, you should know what type of corporation you will form. There are several different forms of corporations you can take into consideration, depending on your corporation’s objectives and ownership structure.

C-Corporation

C-Corporation is the most known type of incorporation. They have almost all corporate distinguishing characteristics. Profits are distributed to corporate owners who are taxed at an individual level. The corporation is taxed similarly to a business unit.

S-Corporation

S-Corporation in Maine is set up similarly to a C-corporation but has different tax implications and owner limits. An S-Corporation has no more than 100 stockholders and is not taxed separately. These business units must also file paperwork with the Internal Revenue Service (IRS) to obtain their status.

Nonprofit Corporation

Religious, educational, and charity institutions frequently use nonprofit businesses to run their operations without making a profit. Thus, a nonprofit corporation is exempt from paying taxes. The nonprofit organization’s gifts, contributions, or cash are reinvested in the company to fund its growth, future endeavors, or operations.

It is recommended to Start a Corporation in Maine if you would like to provide limited liability protection to your shareholders rather than Maine LLC. However, you may want to consult to LegalZoom’s Business Attorney before starting a business.

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How to Start a Corporation in Maine

To start a corporation in Maine, you must follow the below steps that, include choosing a corporate name, hiring a Resident Agent, appointing directors, filing for Articles of Incorporation, creating corporate bylaws, holding the initial board of directors, issuing stock, obtaining required licenses and permits, registering with state tax agencies, and annual reporting and ongoing compliance. All these steps are basic ones. It can be changed depending on the type of corporation you form and the nature of your business.

Step 1: Choosing a Corporate Name

The first step in starting a corporation is choosing an available name that complies with Maine naming rules. Most states require that the name of a corporation be distinguishable from other registered business names and include a corporate designator such as “Corporation,” “Incorporated,” “Company,” or an abbreviation thereof.

Here are some guidelines you must follow while naming your corporation in Maine-

  • Your business name must contain entity identifiers, such as “Incorporated,” “Limited,” “Corporation,” or “Company,” or an abbreviation, such as “Inc.,” “Co.,” or “Ltd.”
  • Exclude any words in your business name, such as “Trust,” “Bank,” “Credit Union,” or “Trustee,” or words related to a government agency, such as “FBI,” “State Department,” or “Treasury.”

To check the availability of your desired corporate name, you can search the Maine Secretary of State‘s business name database and Business Name Search in Maine. If the name is available, you may choose to reserve it for a specific period of 120 days by filing a name reservation application and paying the online name reservation fee of Not available and mail name reservation fee of $20. If your corporation plans to operate under a name other than its legal name, you may also need to register a fictitious or “doing business as” (DBA) name.

The DBA filing can be done by two methods, by mail and in person., which costs around $125 for Assumed Name filing and $40 for Fictitious Name filing. In addition, the DBA’s validity in Maine is Indefinite, which you can file in Maine Secretary of State.

You can check out How to File a DBA in Maine for clearer understanding.

Step 2: Hire a Resident Agent

Hiring a Resident Agent is essential in starting a corporation. Resident Agent is a person or company responsible for receiving important legal documents, tax notices, and other correspondence on behalf of your corporation. They ensure that your corporation remains compliant with state regulations and requirements. There are Maine Resident Agent Services to check in forming Maine Corporation. We reviewed some of the best-registered agent services and provided features as an add-on with their packages.

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Step 3: Appointing Directors

Corporations in Maine are required to have at least Three directors, though some states may require more. Directors are responsible for overseeing the corporation’s management and making major decisions on behalf of the company. In Maine, directors must be at least 18 years old and do not need to be state residents.

When appointing directors, it is essential to consider individuals who are knowledgeable, trustworthy, and capable of making sound business decisions. Maintaining a record of appointed directors, including their names, addresses, and terms of service, is also a good idea.

Step 4: Preparing and Filing Articles of Incorporation

After you appoint the initial board of directors in your Maine corporation, the next step is to write and file a Articles of Incorporation. In writing, the Maine Articles of Incorporation, the corporation name, principal place of business, the purpose of business, Resident Agent contact information, and the names and addresses of incorporators and initial board members, should be written.

To officially form your Maine corporation, you must prepare and file Articles of Incorporation with the Maine Secretary of State. The Articles of Incorporation is a legal document that outlines essential information about your corporation, such as its name, address, purpose, and details about its stock.

The specific requirements for Articles of Incorporation vary by state, but generally, the document must include the following:

  • The corporate name
  • The purpose of the corporation
  • The name and address of the registered agent
  • The names and addresses of the initial directors
  • The number of authorized shares and their par value
  • The name and address of the incorporator(s)

Once the Articles of Incorporation are complete, please submit them to the Maine Secretary of State’s office, along with the required filing fee. Fees vary by state, but in Maine, the Articles of Incorporation filing fee costs around $145 for filing in person and by mail. It is crucial to provide accurate and complete information on this document, as errors or omissions may result in delays or rejection of your filing.

  • Online Filing: There’s no online filing available.
  • Offline filing: Send the form by mail or drop it off to Secretary of State, Division of Corporations, UCC and Commissions, 101 State House Station, Augusta, ME 04333-0101.

Step 5: Creating Corporate Bylaws

Now you are done filing Articles of Incorporation in Maine, the next step is to draft corporate bylaws. While not always required by law, creating corporate bylaws is essential in establishing Maine corporation. Bylaws are the internal rules and regulations that govern the corporation’s operations and management. They outline the rights and responsibilities of directors, officers, and shareholders and provide guidelines for holding meetings and making decisions.

Key provisions to include in your corporate bylaws may include:

  • The corporation’s purpose and principal place of business
  • The roles and responsibilities of directors, officers, and shareholders
  • The process for appointing and removing directors and officers
  • The procedures for holding annual and special meetings
  • The methods for amending the bylaws and Articles of Incorporation
  • The procedures for issuing stock and maintaining shareholder records

Once the bylaws are drafted, they must be adopted by the corporation’s board of directors. Keeping a copy of the bylaws with your corporate records and updating them to reflect changes in the corporation or applicable laws is essential.

Step 6: Holding the Initial Board of Directors Meeting

The initial board of directors meeting is a crucial milestone for your Maine corporation. During this meeting, the directors will adopt the corporate bylaws, elect officers, and make other key decisions to set the foundation for the corporation’s operations.

The agenda for the initial board meeting may include the following:

  • Adopting the corporate bylaws
  • Ratifying any pre-incorporation actions taken by the incorporator(s)
  • Electing corporate officers (e.g., president, vice president, secretary, treasurer)
  • Designating a corporate bank account
  • Authorizing the issuance of stock
  • Approving necessary licenses, permits, and tax registrations

It is essential to keep detailed minutes of the initial board meeting, documenting the decisions made and actions taken. These minutes should be stored with your corporate records.

Step 7: Issuing Stock

Corporations in Maine are required to issue stock to their owners, also known as shareholders. When preparing to issue stock, you must determine the number of authorized shares and their par value, as outlined in your Articles of Incorporation. You may choose to issue different classes of stock, each with its rights and privileges, such as voting rights and dividend preferences.

The process for issuing stock typically involves the board of directors approving a stock issuance resolution, determining the price per share, and recording the issuance in the corporation’s stock ledger. Maintaining accurate and up-to-date records of all stock transactions, including transfers and cancellations, is crucial to ensure proper ownership tracking and compliance with securities laws.

Step 8: Obtaining Required Licenses and Permits

Depending on the nature of your corporation’s activities and location, you may need to obtain various licenses and permits to operate legally. These may include federal, state, and local requirements, such as:

  • A Federal Employer Identification Number (EIN) for tax reporting and employee withholding purposes.
  • State sales and use tax registration, if your corporation sells taxable goods or services
  • Professional or occupational licenses for specific industries (e.g., healthcare, construction, food service)
  • Maine Business Licenses, zoning permits, and health department approvals

Researching and obtaining all required Maine licenses and permits before commencing operations and maintaining compliance with any ongoing renewal or reporting requirements is essential.

Step 10: Registering with State Tax Agencies

In addition to obtaining licenses and permits, your Maine corporation may also need to register with various tax agencies. This may include registering for sales and use tax, obtaining an Employer Identification Number (EIN) in Maine for payroll tax purposes, and filing state income tax and franchise tax returns.

An EIN will serve as the tax ID for your Maine corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in Maine can be through the following:

  • Apply Online- The online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

Each state has tax requirements, so consult a tax professional or Maine Revenue Services for guidance on your specific obligations.

Step 11: Annual Reporting and Ongoing Compliance

Once your Maine corporation is up and running, you must fulfill ongoing reporting and compliance requirements to maintain good standing. This may include filing Annual Report with the Maine Secretary of State, updating your corporate records to reflect changes in directors or officers, and staying current on any required licenses or permits.

In addition, it is essential to stay informed about changes in corporate laws and regulations that may impact your business and to seek professional advice when needed.

Paying Your Taxes in Maine

Even if you have established your corporation in Maine, pay your taxes and keep everything up to date so you won’t pay any penalty. Unlike an LLC, there is a corporate tax that every corporation in Maine has to pay. On the other hand, they must pay income taxes based on their business income. Some other types of taxes in Maine are sales tax, franchise tax (not applicable to all the states), and other state taxes.

Cost of Forming a Corporation in Maine

In forming a corporation in Maine, a filing and Annual fee must be paid. Without it, your corporation won’t operate. A corporation’s initial filing fee may vary from state to state. However, in Maine, it costs $145 for filing in person and by mail. The corporation in Maine also has to file an Annual Report (though it might not be mandatory, it is recommended to file one). Ensure you comply with all the necessary fees and costs so your corporation will run successfully and smoothly.

FAQs

What is the process to start a corporation in Maine?
To start a corporation in Maine, you need to follow a multi-step process that includes filing the articles of incorporation, appointing directors, obtaining necessary licenses and permits, and registering for taxes.
Where should I file the articles of incorporation for my Maine corporation?
You should file the articles of incorporation for your Maine corporation with the Secretary of State.
Is there a fee to file the articles of incorporation in Maine?
Yes, there is a filing fee to file the articles of incorporation in Maine.
Can I file my articles of incorporation online in Maine?
Yes, you can submit your articles of incorporation online with the Maine Secretary of State.
How long does it take to get approval for my Maine corporation?
Approval times vary, but the Maine Secretary of State typically processes applications within a few weeks.
Does Maine require a registered agent for my corporation?
Yes, Maine requires that all corporations have a registered agent who is a resident of the state or a registered business entity in Maine.
How much does a registered agent service typically cost in Maine?
Registered agent services in Maine vary in price but typically cost $50-$300 per year.
Can I serve as my corporation’s registered agent in Maine?
Yes, if you are a Maine resident you can serve as your corporation’s registered agent in Maine.
How much is the corporate income tax rate in Maine?
The corporate income tax rate in Maine is 8.33%.
Does Maine offer any tax credits or incentives for corporations?
Yes, Maine offers various tax credits and incentives for corporations, including the Pine Tree Development Zone program.
Am I required to file an annual report for my Maine corporation?
Yes, Maine requires all corporations to file an annual report by June 1 every year.
How much does it cost to file an annual report for my Maine corporation?
The fee to file an annual report for a Maine corporation is $85.
Can I file my annual report online in Maine?
Yes, Maine allows corporations to file their annual reports online.
Does Maine require my corporation to hold yearly meetings?
No, Maine does not require corporations to hold annual meetings.
How many directors are required for my Maine corporation?
Maine law requires a minimum of one director for each corporation.
What is the difference between an S-corp and a C-corp in Maine?
The main difference between an S-corp and a C-corp is how they are taxed. C-corps are taxed as separate entities, while S-corps pass profits and losses onto shareholders to be taxed.
Is it easy to convert from an LLC to a corporation in Maine?
The process of converting from an LLC to a corporation in Maine can be complicated, but it is possible.
Can I form a nonprofit corporation in Maine?
Yes, Maine allows for the formation of nonprofit corporations.
Is Maine a business-friendly state?
Maine has been making recent efforts to become more business-friendly and attract new businesses.
Will I need a state business license to run a corporation in Maine?
Some businesses will need to apply for a state business license, depending on the nature of the business.
What are the advantages of forming a corporation in Maine?
Advantages of forming a corporation in Maine include limited liability, tax benefits, and raising capital funds through stock sales.
Are there any disadvantages to forming a corporation in Maine?
Disadvantages of forming a corporation in Maine include higher startup costs, more paperwork, and regular formalities.
Can an out-of-state corporation do business in Maine?
Yes, out-of-state corporations can obtain authorization to do business in Maine.
Is it a good idea to hire a lawyer to help me start a corporation in Maine?
Yes, hiring a lawyer can help make the process go more smoothly and prevent costly mistakes.
What kind of information do I need to include in the articles of incorporation for my Maine corporation?
The articles of incorporation need to include the corporation’s name and registered agent information, the number of shares of stock authorized, and the names of the initial board of directors.
Can I change the name of my corporation after formation in Maine?
Yes, you can change the name of your corporation after formation in Maine once the necessary steps are taken.
Will I need a federal tax ID number for my Maine corporation?
Yes, a federal tax ID number, also known as an EIN, is required for all corporations.
Is there a residency requirement for shareholders in a Maine corporation?
There is no residency requirement for shareholders in a Maine corporation.
Are there any annual filing requirements for Maine corporations beyond the annual report?
Additional annual filing requirements may exist depending on the nature of the corporation’s business and other factors.
Can a foreign corporation qualify for domestic status in Maine?
A foreign corporation can become domestic status in Maine by incorporating under Maine laws.

Also Read

How to Save Money While Forming Your Maine Corporation

One of the easiest ways to save money when forming a corporation is to do as much of the work yourself as possible. While it may be tempting to hire a lawyer or other professional service to handle the paperwork for you, this can be a significant expense. Instead, take the time to research the process of forming a corporation in Maine and follow the steps provided by the state government. There are plenty of resources available online that can guide you through the process, and by taking the time to educate yourself, you can save hundreds or even thousands of dollars.

Another way to save money when forming a Maine corporation is to carefully consider the type of corporation you want to create. There are several different types of corporations, each with its own set of benefits and requirements. For example, a traditional C corporation may offer more flexibility when it comes to ownership and management, but it can also be more expensive to form and maintain. A more streamlined option, such as an S corporation or a limited liability company (LLC), may be a more cost-effective choice for many small business owners.

It is also essential to shop around and compare prices when it comes to hiring professionals to help with the formation of your Maine corporation. While it may be tempting to go with the first lawyer or service provider you come across, taking the time to get multiple quotes can help you save a significant amount of money. Look for providers who offer flat-rate fees or discounts for bundling services, and don’t be afraid to negotiate for a better price. Remember, this is your business, and you have the right to ensure that you are getting the best value for your money.

Additionally, entrepreneurs can save money by being strategic about the timing of their corporation formation. In Maine, there are annual reporting requirements and fees that business owners must pay to maintain their corporation in good standing. By forming your corporation later in the year, you may be able to delay these additional costs. However, be sure to check the specific requirements of the state to ensure that you are complying with all necessary deadlines and regulations.

Forming a Maine corporation can be a smart move for many entrepreneurs, but it doesn’t have to break the bank. By taking the time to educate yourself, carefully consider your options, shop around for the best prices, and be strategic with your timing, you can save money while still successfully forming your corporation. With a bit of diligence and planning, you can set your business up for success without draining your bank account.

Conclusion

Starting a corporation in Maine involves several critical steps, from choosing a corporate name to fulfilling ongoing compliance requirements. Following the steps outlined in this guide and seeking professional advice when needed, you can successfully establish your Maine corporation and enjoy the benefits of limited liability, potential tax savings, and a professional business image.

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