Forming a Arizona C Corporation

Incorporating in Arizona involves submitting formation documents and other forms to the Corporations Division of the Arizona Secretary of State. These formation documents can be delivered for filing in person, via fax, or via mail service.

An Arizona C corporation, formed pursuant to §10-202 of the Arizona Revised Statutes, or A.R.S., becomes, upon filing, a separate entity from its individual owners. That new legal entity is now capable of entering into contracts, pursuing legal action against another person or entity, and other rights afforded to legal persons. This personal liability, note, is only assured if specific corporate formalities are maintained.

Articles of Incorporation for Your Arizona C Corporation

Your C corporation’s formation document is the Arizona Articles of Incorporation. These Articles typically list the following:

  • Name: Your corporate name, including the required corporate ending, must be available for use in Arizona.
  • Initial Business: Provide the purpose of the business. This must correspond with any purpose implied by your business name.
  • Authorized Capital: List the amount of stock the C corporation is authorized to issue.
  • Known Place of Business: Give the street address of the main place of business. This may be the statutory agent’s address instead of the actual business’s location.
  • Statutory Agent: Otherwise known as a Registered Agent, this is the contact person for your business and must have a physical address within the state of Arizona. A registered agent can be an individual or another Arizona business entity.
  • Board of Directors: The amount of directors the C corporation will initially have, which must be at least 1, should be indicated; the names and addresses of each director will also be provided.
  • Incorporators: At least one incorporator—the person who delivered the articles for filing—should be listed, along with his or her mailing address.
  • Indemnification of Officer, Directors, Employees, and Agents: [Specific language, provided by the state]
  • Limitation of Liability: [Specific language, provided by the state]

The incorporator will sign the Articles of Incorporation; the Statutory or Registered Agent will sign his or her acknowledgement of the acceptance of the role.

Further Responsibilities of a Arizona C Corporation

The Incorporator(s) must send in a Certificate of Disclosure to the Corporations Division; the Certificate must be dated within 30 days of the delivery of the Articles.

Any entity that has incorporated in Arizona must file an Annual Report; this filing can be submitted via fax, mail, or the state’s Public Access website.

You may modify or revise any of the information contained in the original Articles of Incorporation by filing an Article amendment with the Corporations Division.

Additional Information about a Arizona C Corporation

Your C Corporation:

  • Can sell stock in order to raise capital
  • May deduct the cost of benefits provided to employers (such as parking permits, health insurance, and so on)
  • Has a board of directors, which oversees the policies of the corporation
  • Issues limited liability for owners
  • Can be owned by either non-US citizens or non-resident aliens alike
  • Can own or be owned by other business entities
  • Is taxed separately from the owners’ income

Shareholders of a Arizona C Corporation cannot be held liable in a judgment against the corporation for an amount greater than the amount of stock they hold. (This does not include any personal liabilities, such as fraud, failure to pay taxes, and so on.)

Order Now

Other Types of Businesses in Arizona

For information on other types of businesses in Arizona, please explore the links below.