How to Incorporate in Maine

Maine Secretary of State—Bureau of Corporations, Elections, and Commissions
101 State House Station
Augusta, ME 04333-0101

207.624.7752 telephone
207.287.5874 facsimile

Statutory Authority: Maine Business Corporation Act — Me. Rev. Stat. §13-C (2012)

Maine Incorporation General Filing Instructions

1. Confirm availability of company name and reserve if necessary.
2. Complete the “Articles of Incorporation.”
3. Complete the “Filer Contact Cover Letter.”
4. Submit the completed documents, s photocopy of each, and filing fees to the Maine Secretary of State.

Maine Articles of Incorporation

The following information is legally necessary and sufficient to form a for-profit corporation in Maine:

1. Company name
2. Clerk (registered agent) name and address
3. Clerk (registered agent) consent
4. Number and class of authorized shares
5. Management structure
6. Name, address, and signature of each incorporator
7. Date

Maine Incorporation Fee Schedule

Application for Reservation of Name: $20.00
Articles of Incorporation: $145.00
Application for Authority to do Business: $250.00
Expedited Service: $50—24 hours, $$100.00—immediate
Certified Copy: $5.00
Annual Report: $85.00
Articles of Dissolution: $75.00

Company Name

Your company name must end with a corporate designator. In Maine the specific corporate designators are: “Incorporated” “Corporation” “Company” “Limited” “Inc.” “Corp.” “Co.” “Ltd.”

Conduct an entity name search on the Maine Secretary of State website to confirm availability of your company name.

If the name you want is available you can reserve it for 120 days by filing an “Application for Reservation of Name” and paying a name reservation fee of $20.00. NOTE: Reserving your company name is optional.

Registered agent

The registered agent maintains a physical presence in the state to accept service of process, annual report notices, and other communications directed to the company and to forward the same to the company to which the service, notice, or communication is directed.

Maine requires that every business entity have and maintain a registered agent in the state. The registered agent may be either a Maine resident or active Maine business entity that has a Maine street address and consents to accept legal papers on your company’s behalf. Post office boxes and commercial personal mailboxes are not acceptable.

NOTE: Your company should not serve as its own registered agent. You can, however, personally serve as registered agent provided you are a Maine resident and have a Maine street address.

Optional provisions

The state provided forms ask for and specify what is legally sufficient and necessary to form a Maine corporation. Nevertheless, Maine permits you to add other provisions to your Articles of Incorporation as an attachment.

The most common optional provisions are the following:

☐ Terms and qualifications of directors
☐ Terms and qualifications of officers
☐ Indemnification of directors
☐ Indemnification of officers
☐ Powers, rights, and responsibilities of shareholders
☐ Powers, rights and responsibilities of directors
☐ Powers, rights, and responsibilities of officers
☐ Designation of different classes of stock
☐ Preemptive rights
☐ Cumulative voting rights
☐ Close corporation election

Post formation and ongoing compliance

1. Draft and adopt bylaws.
2. Hold initial organizational meeting.
3. Obtain a federal employer identification number by completing IRS Form SS-4.
4. If electing S corporation status complete IRS Form 2553.
5. Open company bank account.
6. Create and maintain company records book.
7. Hold annual meetings.
8. File Annual Report.

Registering as a Foreign Entity

1. Complete the “Application for Authority to do Business.”
2. Attach a certificate of existence or a similar document duly authenticated by the official having custody of corporate records in the state under whose law the company was incorporated.
3. Complete the “Filer Contact Cover Letter.”
4. Submit the completed documents, along with the $250.00 filing fee, to the Maine Secretary of State.

Dissolving a Maine Corporation

1. Complete the “Articles of Dissolution.”
2. Complete the “Filer Contact Cover Letter.”
3. Submit the completed documents, along with the $75 filing fee, to the Maine Secretary of State.

How to Incorporate in Maine
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