How to Form a C Corporation in South Dakota
Introduction
The C Corporation is a type of business entity that offers limited liability to its shareholders. If you are looking to form a C Corporation in South Dakota, there are several steps you need to take. To get started on your own, follow these simple steps:
Choose a name for your business.
Choose a name for your business.
The first thing you’ll need to do is pick a name, which can be anything from one word (like “ABC”) to several words (like “A Big Corporation”). However, there are some restrictions on what you can choose:
- Your company’s name cannot be too similar to another company’s name. This means that if someone searches for the term “ABC” in South Dakota, they will see your business listed before any other companies with similar names. If you want your business’ name to appear at the top of search results, make sure it’s unique!
- Your company’s name must not contain certain words or phrases that are reserved by law. For example, if you’re opening up a restaurant and want its name to include the word “restaurant,” then this might not be allowed because it refers specifically to food establishments as opposed to other types of organizations like businesses or nonprofits; likewise if want something like “bank” or “trust” in your title because those terms reference financial institutions specifically.*
Appoint a registered agent.
Appoint a registered agent. You will need to appoint a company or individual as your registered agent in South Dakota. A registered agent is a person or company that is authorized to accept legal papers on behalf of your corporation. To do this, you must file an Assumed Name Certificate through the Secretary of State’s Office and designate them as such.
You may appoint any individual as your registered agent so long as they live in South Dakota, but it’s more common for corporations to use professional services like companies that specialize in acting as registered agents for businesses (e.g., IncFile).
Prepare and file articles of incorporation.
To form a C corporation in South Dakota, you need to prepare and file articles of incorporation with the secretary of state. These are the official document that establishes your corporation. Articles of incorporation must be filed within 90 days of incorporation, which means you must have prepared them before submitting your Certificate of Incorporation.
The articles of incorporation must include the name of the corporation, its purpose, and the names and addresses (or titles) of officers. The name you choose for your business must be unique; if it isn’t unique when you check with DBA Name Search above, we recommend that you try another name before filing articles because it may be too similar to an existing entity or trademarked brand name.
Here is an example:
Hold an organizational meeting.
You’ll need to hold a formal organizational meeting with the Board of Directors, who will be signing off on all decisions made by the corporation. At this meeting, you’ll also want to create an initial budget and discuss any other major business matters that might affect your company’s future. It’s important that you have an attorney present at this meeting since they can help ensure that everything is done correctly and legally before submitting any paperwork with the state or federal government agencies.
You will also need to make sure that each director signs his name onto various documents as they are printed out by your printer (this is called an “original signature”). Make sure there is room on each document for these signatures so as not to waste time later on having someone search around for where they put their pen after signing everything!
Create corporate bylaws.
It’s time to create your corporation’s bylaws! These are the rules of the corporation and cover everything from how things will be run to when and where meetings will be held. The corporate bylaws also outline:
- The purpose of the company (for example, providing services or manufacturing products)
- How many shares of stock there are in total and what they’re worth
- How many people make up the board of directors, who they are, and their duties
- Who has decision-making authority within the company (usually just one person)
Issue stock to incorporators.
Issue stock to incorporators. Before you do anything else, you need to issue your corporation’s shares of stock. The Corporation Division allows corporations to issue shares of stock in exchange for money or property, or other consideration.
The amount and type of consideration given for these shares will vary from company to company based on the goals and objectives of the founders. If there are no restrictions on transferability (which is rare), then the corporation may choose whether it wants its shares issued as common stock or preferred stock. Common Stock: This is a non-voting security that entitles owners rights such as dividends, voting rights and liquidation preference if the company goes bankrupt or dissolves voluntarily by selling its assets at fair value after paying off all creditors first before paying out shareholders’ claims against it (like unpaid dividends). Preferred Stock: This gives investors preferential treatment over common shareholders because they get preferential payment when things go bad – meaning before any other creditors are paid out preference payments come into effect immediately after bankruptcy proceedings begin which means they can be sold again quickly without waiting around forever while others wait their turn during bankruptcy proceedings which often lasts months or years depending upon how much debt there is involved in each case scenario (this depends on how much money each creditor has lent/invested so far).
It is not that hard to form a C Corporation in South Dakota
Forming a C corporation in South Dakota is not that hard, but it does require some work. First, you will need to make sure that everything is in order:
- Registered agent – You must have an address on file with your Secretary of State office where they can send legal notices and other official documents. If you do not have a registered agent, the Secretary of State will act as one for all purposes.
- Articles of incorporation – These are the documents which create your corporation and establish its existence under state law. They include information about who formed the company and what kind of business it does or wants to do (whether those businesses are prohibited by law from being conducted by corporations). Articles should also include information about how many shares are authorized for issue by each class of stock (common/voting preferred), whether shareholders’ meetings can be held anywhere or only at designated locations within South Dakota; how often shareholders’ meetings should occur; whether any special rules apply regarding voting rights; etc…
- Organizational Meeting – This meeting must be held within 60 days after filing articles with your Secretary of State office unless otherwise required under South Dakota code sections 35-6A-1 et seq.; if no such requirements exist then this meeting may take place anytime after filing articles but before creating stock certificates containing terms set forth therein.”
Conclusion
That’s all there is to it! Now that you know how to form a C corporation in South Dakota, go out and make your mark on the world.
