Every Washington corporation is required to apply for and obtain an Employer Identification Number (EIN) from the Internal Revenue Service. ARTICLE 1 . What are Washington State Business Structures? Lastly, youll need to include a list of your incorporators. Articles of Incorporation list basic information about your corporation, such as your company name, your principal business address, and your Washington registered agent. ARTICLE III PURPOSES & POWERS The purpose of this corporation is primarily educational. Social purpose corporations must also declare their business activities in a statement establishing the purposes of the social corporation. To incorporate in Washington you must pay a $180 filing fee. A fillable .pdf version of this form is available for download, or you can file online at www.sos.wa.gov/corps 07/13/2023: The Corporations and Charities Filing System (CCFS) will be unavailable from 5:30 p.m., Monday, 07/17/2023 until approximately 7 a.m. Tuesday, 07/18/2023 for scheduled maintenance. Certificate of This confirmation is also sent to your Registered Agents address. View our current list of Commercial Registered Agents here. If provided, this is where youll receive the confirmation for your filing. You can obtain an EIN by applying through the IRS website. (1) Any officer of the corporation may restate its articles of incorporation at any time. Washingtons Business License is a registration with the Department of Revenue. The fees should be included in the articles, and EXPEDITE should be written on the outside of the envelope. WebArticles of Incorporation-NP 24.03A Washington Secretary of State Revised 2.2022. 24.03.025 Articles of incorporation. LLC in Washington; Add DBA to LLC Washington State; Washington State LLC Search; Setting Up an LLC in Washington State; Washington Business Entity Search; Setting Up an LLC in Washington State The name of this corporation shall be WASHINGTON STATE ASSOCIATION OF MUNICIPAL ATTORNEYS. The initial bylaws of the corporation shall be adopted by the Board of Directors. If you need help with articles of incorporation Washington state, you can post your legal need on the UpCounsel marketplace. Your corporate bank account will be used to purchase assets, pay employees and taxes, and process debits and credits. Washington Profit Corporation . ARTICLES OF INCORPORATION . Normal processing takes 5-7 business days, plus additional mail time. The first report, called an Initial Report, is due within 120 days of incorporation. WebRestated articles of incorporation. This section is optional. A fillable .pdf version of this form is available for download, or you can file online at www.sos.wa.gov/corps Download Forms. Who processes the Washington Articles of Incorporation? Note: Articles of incorporation must contain a specific purpose clause and a dissolution of assets provision when applying for tax exempt status. Attorneys on UpCounsel come from prestigious law schools like Yale Law and Harvard Law and usually have 14 years of legal experience, including work on behalf of or with companies like Airbnb, Menlo Ventures, and Google. (b) May not (i) prohibit commencing or maintaining an internal corporate proceeding in the courts of this state or (ii) require claims asserted in an internal corporate proceeding to be determined by arbitration. From there you have access to all documents filed in our office on that entity. Provisions concerning the distribution of assets upon dissolution. Heres where the money goes: Need other services for your Washington LLC? 24.03.027 Filing false statements-Penalty. WebArticles of incorporation. Save time and make it easy to do your accounting and taxes. Reducing Unwanted Telephone Solicitations and Junk Mail, How to obtain an Apostille or Certificate of Authentication, Apostille and Certificate Authenticity Search, Contact Information and Location - Apostilles, International Student Exchange Agency Program (ISEA), Washington Office of Minority and Womens Business Enterprises (OMWBE), Nonprofit Association of Washington (NAWA), Annual Information Return from Tax-Exempt Org, Legal Actions Taken by the Attorney General. Liability for preincorporation transactions. You must follow up directly with the businesses to obtain this information. Most banks will need to see, at the very least, documents proving the existence of your Washington corporation: copies of Articles of Incorporation, Corporate Bylaws, as well as an initial resolution authorizing the opening of accounts. You cannot order by phone or fax. (1) The articles of incorporation must include: (a) A corporate name for the corporation that satisfies the requirements of Article 3 of chapter, (b) The number of shares the corporation is authorized to issue in accordance with RCW, (c) The name and address of the corporation's initial registered agent designated in accordance with Article 4 of chapter, (d) The name and address of each incorporator in accordance with RCW. With the Corporations and Charities Filing System (CCFS) copies are available on-demand and for free. You cannot order by phone or fax. The insurance commissioner has the authority to notify insurers that the term "physician" as used in a policy of disability insurance is ambiguous and must be considered to include chiropodists unless otherwise expressly excluded by definition. WebCorporation Search Search by Name or UBI: Contains Begins With Exact Match OR Advanced Search Search historical records at the Digital Archives. How do I get copies of articles, certificates and other documents recorded with the Secretary of State? This corporation is organized exclusively for charitable, scientific, literary or educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code. Want High Quality, Transparent, and Affordable Legal Services? Washington Profit Corporation . No substantial part of the activities hereof shall be carrying on of propaganda or otherwise attempting to influence legislation and the corporation shall not participate in or intervene (including the publishing and distribution of any statement) in a political campaign on behalf of any candidate for public office. Cross-reference section, repealed by 2021 c 176 5301, effective January 1, 2022. If the restatement includes an amendment not requiring shareholder approval, it must be adopted by the board of directors. If Date of Filing is selected, it will be from the date your Articles of Incorporation are approved by the Secretary of State (SOS). Articles of Incorporation list basic information about your corporation, such as your company name, your principal business address, and your Washington registered agent. It is not, in reality, a license, although it will register your corporation for certain city licenses within the state. You need to have at least one share authorized, and if you dont provide a selection, common stock is issued. The power to alter, amend or repeal bylaws or adopt new bylaws shall be vested in the Board of Directors. (1) Any officer of the corporation may restate its articles of incorporation at any time. The registered agent is also required to have a physical address within the state of Washington and be present during standard business hours. Each member shall pay dues, if any, as may be fixed and determined by the Board of Directors and approved by the membership at its annual meeting. (2) A provision permitted under subsection (1) of this section: (a) May not confer jurisdiction on any court, over any person, or of any proceeding; and. LLC in Washington; Add DBA to LLC Washington State; Washington State LLC Search; Setting Up an LLC in Washington State; Washington Business Entity Search; Setting Up an LLC in Washington State A statement indicating the corporation's purpose. Business Entities. Because of this, many businesses use a commercial Registered Agent for their corporation. May 4, 2023: Effective February 3, 2023, our office has resumed the automated Administrative Dissolution process, which had been temporarily suspended on June 3, 2022. (4) Provisions in the articles of incorporation may be made dependent on facts objectively ascertainable outside the articles of incorporation in accordance with RCW. Regarding ownership, your Washington Corporate Bylaws should list the names and addresses of your initial shareholders, their initial contributions to the corporation, as well the amount of shares and class of shares each shareholder received for their contribution. The list needs to include the names, addresses, and signatures of each one, and an additional list can be provided if need be. Do I need an attorney to file the Washington Articles of Incorporation. (1) The articles of incorporation must include: (a) A corporate name for the corporation that satisfies the requirements of Article 3 of chapter 23.95 RCW; (b) The number of shares the corporation is authorized to issue in accordance with RCW 23B.06.010 and 23B.06.020; Chapter 23B.02 RCW . The emergency bylaws are not effective after the emergency ends. The Division of Corporations within the Washington SCC is responsible for overseeing the incorporation process. There is no charge for an EIN. [1986 c 240 4; 1967 c 235 7.] WebArticles of Incorporation are the official legal document that you submit to the Secretary of State to form your Washington corporation. WebINSTRUCTIONS- ARTICLES OF INCORPORATION OF A PROFIT CORPORATION RCW 23B General Instructions: Use dark ink only. For more information, please contact the Secretary of State at 360-725-0377. WebArticles of incorporation. Corporations & Charities Division WebProfit Corporation - Incorporation Washington Secretary of State Revised 07/10 Page 1 of 2 . For those seeking quicker processing, theres an expedited service for a fee. Register as a General Partnership in Washington, Washington Articles of Incorporation Amendment, Amend Washington Articles of Organization, Apply for Business Licenses and Permits in Washington, Best Washington Registered Agent Services, Washington Secretary of State Business Search, Texas Certificate of Formation, For-Profit Corporation, District of Columbia Articles of Incorporation. ARTICLES OF INCORPORATION . The property of this corporation is irrevocably dedicated to the purpose of promoting, organizing and carrying out the goals described in Article III above. It also adds credibility to your business. Businesses incorporated on or after January 1, 2024 must file their report on the FinCEN website within 30 days of incorporation. Individuals must file articles of incorporation in Washington state in order to create corporations.3 min read. All Rights Reserved. To file your Articles of Incorporation, the Washington Secretary of State charges a filing fee of $180 if filed by mail and $200 for online filing.. All corporations doing business in Washington must also file an annual report, which has a filing fee of $60. WebHow to File Articles of Incorporation in Washington. Yes. What are Washington State Business Structures? The rights and responsibilities associated with those shares should be carefully described. Processing time depends on a variety of factors but can take up to a few business days for non-expedited service. It fulfills the state's statutory requirements for registering of business or organization name. (3) Corporate action taken in good faith in accordance with the emergency bylaws: (b) May not be used to impose liability on a corporate director, officer, employee, or agent. Washington Secretary of State Counter services and faxing are considered expedited processes and require a $20 fee. A WABusiness License is not actually a business license. If onet isnt included, youll need to pay an additional filing fee. 5-day processing, year round support. Business Entities. Normal processing takes 5-7 business days, plus additional mail time. (2) Corporate action required or permitted by this title to be approved by incorporators at an organizational meeting may be approved without a meeting if the approval is evidenced by one or more written consents describing the corporate action so approved and executed by each incorporator. 24.03.030 Limitations. Your business will also need to submit an initial report, though this can be submitted at a later time for an extra filing fee. WebArticles of incorporation. If you reach this message during this time, please try back later. Doing so fulfills state requirements for operating a corporation, but it provides several benefits, too. All persons purporting to act as or on behalf of a corporation, knowing there was no incorporation under this title, are jointly and severally liable for liabilities created while so acting except for any liability to any person who also knew that there was no incorporation. Learn how to file Articles of Incorporation in Washington today using our fast, expert services and support. (9) Registered Agent:All businesses must have a Registered Agent in Washington State per RCW 23.95.415. If you dont select an option, it will default to perpetual. (1) The articles of incorporation must include: (a) A corporate name for the corporation that satisfies the requirements of Article 3 of chapter 23.95 RCW; (b) The number of shares the corporation is authorized to issue in accordance with RCW 23B.06.010 and 23B.06.020; The Washington Secretary of State will mail your certified copy to you. The following words are prohibited from use: Bank, Banking, Banker, Trust, Cooperative, the combination of the words Industrial and Loan, the combination of any two or more of the words Building, Savings, Loan, Home, Association and Society. Corporations & Charities. The duties and powers of each position should be described in full. Get the fastest information, worry free services, and expert support you need. After approval, you can: Incorporating your business offers the following advantages: To register your business in Washington, you will: If you first file your corporation with the Washington Department of Revenue, you will be issued a UBI number; however, this doesn't cover registration for tax purposes. Glossary of Terms. (1) Unless the articles of incorporation provide otherwise, the board of directors of a corporation may adopt bylaws to be effective only in an emergency defined in subsection (4) of this section. (3) The articles of incorporation need not set forth any of the corporate powers enumerated in this title. What Washington statute governs the Washington Articles of Incorporation? ARTICLE III PURPOSES & POWERS The purpose of this corporation is primarily educational. Your name must be unique, and you can search Washingtons business name database to see whether yours is taken or reserved. Mission statements are also required. WebA certified copy of your articles of organization or articles of incorporation can be ordered by mail, in person, or online. 07/13/2023: The Corporations and Charities Filing System (CCFS) will be unavailable from 5:30 p.m., Monday, 07/17/2023 until approximately 7 a.m. Tuesday, 07/18/2023 for scheduled maintenance. 801 Capitol Way South Its purpose is to combat money laundering and other financial crimes by collecting data on who is profiting and benefiting from, or controlling each company. If youd like help to set one up for your business, take a look at ZenBusinesss Registered Agent services. 801 Capitol Way South [1987 c 212 703; 1982 c 35 75; 1967 c 235 6.] (9) Registered Agent:All businesses must have a Registered Agent in Washington State per RCW 23.95.415. If you incorporate in Washington by mail, you must wait until the Secretary of State mails you a notice to file. The price adjusts depending upon additional registrations, such as registering a trade name or applying to do business in certain cities. Glossary of Terms. 24.03 RCW, adopt the following Articles of Incorporation. With the Corporations and Charities Filing System (CCFS) copies are available on-demand and for free. Business Entities. See IRS website for additional information. Stay compliant all year without having to do it yourself. (360) 725-0377, 07/13/2023: The Corporations and Charities Filing System (CCFS) will be unavailable from, Corporations and Charities Filing System (CCFS), Washington's Secretaries of State - Past and Present, Limited Liability Companies (LLC), Online and Paper Registrations. 149 > Jul 26 1962 PROFESSIONAL ENGINEERS REGISTRATION ACT - CORPORATION - AUTHORITY TO PRACTICE ENGINEERING - ADVERTISING - ARTICLES OF INCORPORATION - REGISTERED ENGINEERS - CERTIFICATE OF REGISTRATION The name you choose cannot already be registered to another entity within the state. To expedite a paper filing, you must add $50. What is the fee for a Washington Business License? turning your idea into a business. NOTE: Corporation bylaws and LLC operating agreements are not filed in this office; they are internal documents kept on file with the businesses. With the Corporations and Charities Filing System (CCFS) copies are available on-demand and for free. How do I get copies of articles, certificates and other documents recorded with the Secretary of State? Repealed by 2021 c 176 5301, effective January 1, 2022. This is because your corporation doesn't yet exist. Was this document helpful? See IRS website for additional information. The street and mailing address of the corporation's initial registered office, the name of the initial. (2) The articles of incorporation may include: (a) The names and addresses of the individuals who are to serve as initial directors; (b) The par value of any authorized shares or classes of shares; (c) Provisions not inconsistent with law regarding: (i) The purpose or purposes for which the corporation is organized; (ii) Managing the business and regulating the affairs of the corporation; or. WebArticles of Incorporation are the official legal document that you submit to the Secretary of State to form your Washington corporation. Register with Washington's Secretary of State, which entails filing Washington's article of incorporation. WebArticles of Incorporation are the official legal document that you submit to the Secretary of State to form your Washington corporation. All Nonprofit Annual Report, Articles of Incorporation and Reinstatement filings should be filed online via CCFS. (2) A restatement may include one or more amendments to the articles of incorporation. Washington CommercialRegistered Agent LLC. (4) An emergency exists for purposes of this section if a quorum of the corporation's directors cannot readily be assembled because of some catastrophic event. Honestly, we think you will too. For more information, please contact the Secretary of State at 360-725-0377. Articles of Incorporation are processed and approved by the Washington Secretary of State. How do I submit Articles of A Washington Corporation is a legal entity formed under the states Business Corporation Act (Chapter 23B of the Revised Code of Washington). Copies of your Business License (BLA) can be ordered with the Department of Revenue www.dor.wa.gov or by calling 360-705-6741. Heres why: Every Washington corporation order is processed and managed by one of our WA business formation experts. Storefront (or) Table Top Charities - Where does your money go? The corporation shall maintain offices and places of business at such other place or places within the state of Washington as the Board may direct. You can submit an Annual Renewalonline or by mail. WebYou may be required to have a license, registration, or permit from the list below based on the business activity you selected from the Business Licensing Wizard. To file your Articles of Incorporation, the Washington Secretary of State charges a filing fee of $180 if filed by mail and $200 for online filing.. All corporations doing business in Washington must also file an annual report, which has a filing fee of $60. Articles of Incorporation list basic information about your corporation, such as your company name, your principal business address, and your Washington registered agent. NAME OF CORPORATION: (4) A corporation must deliver an initial report to the secretary of state in accordance with RCW. WebARTICLE I NAME The name of this corporation shall be WASHINGTON STATE ASSOCIATION OF MUNICIPAL ATTORNEYS. If you incorporate in Washington online, then you can also submit your Initial Report online. Washington Commercial Registered Agent LLCAll Rights Reserved. WebCorporations Search from Secretary of State | Data.WA | State of Washington. This corporation is formed without purpose of pecuniary profit to itself or its members and therefore shall have no capital stock. But dont I already have a WABusiness License? If you make the applications out of order, your corporation may be accidentally issued two UBIs. The address of the initial registered office of the corporation shall be: The name of the initial registered agent at such address shall be: The principal place where the business is to be transacted is King County, State of Washington. Learn How to File Articles of Incorporation in the Following States. It depends on the license. Try our Worry Free Compliance service to help make sure you dont miss any important filing dates. Online filings are charged an additional $20 processing fee. See attached detailed instructions Filing Fee $180.00 UBI Number:Filing Fee with Expedited Service $230.00 . If you incorporate in Washington online, you will be able to file your Initial Report online as well. Other requirements include: A social purpose corporation must use any of the following designations, S.P.C., SPC, or social purpose corporation.. 24.03.025 Articles of incorporation. The duration of this corporation shall be perpetual. WebYou may be required to have a license, registration, or permit from the list below based on the business activity you selected from the Business Licensing Wizard. Since a copy of the filed annual report is available and on-demand there is no need for the LER document as a receipt for annual reports. WebCorporation Search Search by Name or UBI: Contains Begins With Exact Match OR Advanced Search Search historical records at the Digital Archives. (2) The secretary of state's filing of the articles of incorporation is conclusive proof that the incorporators satisfied all conditions precedent to the incorporation except in a proceeding by the state to cancel or revoke the incorporation or involuntarily to dissolve the corporation. Olympia, WA 98501[emailprotected] Corporate Bylaws govern the ownership and management of your Washington corporation. WebINSTRUCTIONS- ARTICLES OF INCORPORATION OF A PROFIT CORPORATION RCW 23B General Instructions: Use dark ink only. (3) An organizational meeting may be held in or out of this state. Every registered agent is required to maintain a physical location within the state where certified mail can be delivered. WebYou can register your business name with the Washington Secretary of State for $30. Washington Commercial Registered Agent LLC, OBTAIN AN EMPLOYER IDENTIFICATION NUMBER (EIN), FILE YOUR BENEFICIAL OWNERSHIP INFORMATION (BOI) REPORT, Articles of Incorporation Filing With Secretary of State, Personalized Corporate Shareholder Certificates, One Year Washington Registered Agent Service, One Year of Washington Registered Agent Service Included, 60-Day Free Trial of Phone Service (a virtual phone line for your business), Commercial Corporation Documents Included (Bylaws, Shareholder Certificates), Use Our Commercial Address on Your Business Filings, Same-Day Uploads of Service of Process to Your Client Portal, Year Round Customer Service Support From Real Washington Business Experts, Register a DBA with our Trade Name Service for $116. Want to Renew Your Commercial Fundraiser Registration Early? The IRS uses this number for federal tax purposes, such as tracking the federal withholdings of your employees. The chosen name must be unique and distinguishable from other entities, such as limited liability partnerships, limited partnerships, liability companies, business corporations, and other nonprofit organizations that are registered in the state of Washington. Learn how we started and what our team stands for. IRS information for charities and nonprofit corporations. The Articles of Incorporation form can be completed by mail, fax, in-person, or online. Completing and filing Washington Articles of Incorporation is one of the first steps youll take to form a corporation in Washington. You can submit the Articles of Incorporation by mail or online. A fillable .pdf version of this form is available for download, or you can file online at www.sos.wa.gov/corps If youre looking for a little assistance in the process, ZenBusiness can help you complete your articles with our business formation plans. WebHow to File Articles of Incorporation in Washington. No need to spend hours finding a lawyer, post a job and get custom quotes from experienced lawyers instantly. (1) The articles of incorporation must include: (a) A corporate name for the corporation that satisfies the requirements of Article 3 of chapter 23.95 RCW; (b) The number of shares the corporation is authorized to issue in accordance with RCW 23B.06.010 and 23B.06.020; You will want to contact the bank. Before beginning business activities or operating a nonprofit, you must prepare and file articles of incorporation. Articles of Incorporation list basic information about your corporation, such as your company name, your principal business address, and your Washington registered agent. WebCorporations Search from Secretary of State | Data.WA | State of Washington. If not, simply select no and your corporation is assigned one once your filing is complete. WebYou can register your business name with the Washington Secretary of State for $30. Cross-reference section, repealed by 2021 c 176 5301, effective January 1, 2022. It is advised that individuals conduct a name availability check before filing articles of incorporation. See attached detailed instructions Filing Fee $180.00 UBI Number:Filing Fee with Expedited Service $230.00 . With the Corporations and Charities Filing System (CCFS) copies are available on-demand and for free. The agent must sign in consent of the articles, along with their printed name and date. All you need to do is search the UBI number, select the entity from the search result, and select the Filing History button at the bottom of the page. B. The chosen name must contain "limited, "company," "incorporated," "corporation" or their abbreviated forms (corp., ltd., co., or inc.). Made with remotely by ZenBusiness INC 2023. (360) 725-0377, 07/13/2023: The Corporations and Charities Filing System (CCFS) will be unavailable from, Small Business Development Centers (SBDC), Prevent and Detect Business Identity Theft, Washington Attorney General Consumer Protection, Washington's Secretaries of State - Past and Present, Limited Liability Companies (LLC), Online and Paper Registrations. What is a Washington specialty business license? Certificate of The fees for incorporating in the state of Washington are: It should be noted that processing online filings take two to three business days, while filings sent through the mail will be processed in the order they were received - this usually takes a month. (Adopted July 1, 1988). Chapter 23B.02 RCW . Learn how to file Articles of Incorporation in Washington today using our fast, expert services and support. (1) Any officer of the corporation may restate its articles of incorporation at any time. We can help: Any monetary transactions processed by your corporation should go through a business bank account, not your personal checking or savings. When filing the articles, keep in mind that all information entered becomes public record. (1) The articles of incorporation or bylaws may contain provisions that require any or all internal corporate proceedings to be commenced and maintained exclusively in any specified court or courts of this state and, if so specified, in any additional courts in this state or in any other jurisdictions with which the corporation has a reasonable relationship. For this section, youll select the appropriate duration for the life of your corporation. 24.03.025 Articles of incorporation. (1) Unless a delayed effective date is specified, the corporate existence begins when the articles of incorporation are filed. Certificate of authority as insurance company. May 4, 2023: Effective February 3, 2023, our office has resumed the automated Administrative Dissolution process, which had been temporarily suspended on June 3, 2022. IRS information for charities and nonprofit corporations. The initial directors of this corporation shall be eight (8) in number and shall consist of the following persons: The original incorporators of this corporation are as follows: A director shall have no liability to the corporation or its members for monetary damages for conduct as a director, except for acts or omissions that involve intentional misconduct by the director, or a knowing violation of law by the director, or for any transaction from which the director will personally receive a benefit in money, property or services to which the director is not legally entitled. 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