New Jersey C Corporation Formation

When you incorporate in New Jersey, you must draft Articles of Incorporation and file them with the Department of Assessments and Taxation of the Secretary of State. These Articles of Incorporation will provide important information about your business to the Secretary of State; once filed your corporation will legally exist as a New Jersey C corporation.

Steps to Forming a New Jersey C Corporation

It’s easy to incorporate in New Jersey—simple file Articles of Incorporation. The “C” status is the default classification, so you are automatically a New Jersey C corporation upon filing. The following information should be included in your Articles of Incorporation:

  • Business Name: If you’d like, we can do a business name search for you to make sure it’s available for use. If you submit Articles of Incorporation with a name that is already registered in New Jersey, they will be rejected.
  • Purpose: Give the nature of the business your C corporation will be engaged in.
  • Registered Agent: The contact person for your C corporation should have a physical address in the state.
  • Shares: A for-profit corporation should have at least one share. (A corporation with no shares should be filing non-profit Articles instead.)
  • Directors: You should give the names and addresses of the initial Board.
  • Main Business Address: This may be the same as the registered office address, but it is not required to be.

Further Responsibilities of a New Jersey C Corporation

You are required to file an Annual Report, which should be returned to the Secretary of State. Failure to comply with this requirement may result in a loss of status with the state and fees.

If your information changes, you should file an Article amendment with the state.

Additional Information about a New Jersey C Corporation

Your C corporation:

  • Can sell stock and 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 non-US citizens or non-resident aliens
  • Can own other business entities
  • Can be owned by other business entities
  • Is taxed separately from the owners’ income

Shareholders of a 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.)

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Other Types of Businesses in New Jersey

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