This tutorial will be dedicated exclusively to the formation of a new, domestic corporations in the State of Maine. The incorporation of a business takes place when an authorized officer submits what is called the Articles of Incorporation to the Secretary of State for processing. For more information on the filing requirements of the this document you can review the statutes on profit corporations 13-C MRSA §202 or of non-profit organizations 13-B MRSA §403. The formation documents will need to be accompanied by a filing fee, the total of which comes to $145 (profit) or $40 (non-profit). This fee can be paid through the use of this voucher containing your credit card information or by issuing a check made out to the Maine Secretary of State. As there is no online filing procedure for Maine applicants, all documents will need to be sent to the office of the Secretary of State through the mail.
How to File (PDF)
Step 1- The selection of a name which accurately represents the nature of your business is the first and arguably most important step in your formation. This moniker will need to depict the purpose of operation as well as distinguish you from every other entity registered in the Secretary of State name database.To ensure that your articles won’t be rejected on the grounds of an unoriginal corporate name, we recommend that business representatives perform a Business Entity Search online. You may also find the reservation of your name useful to both certify its uniqueness and prevent other entities from taking it.
Step 2- Now that you’ve established that your name is unique you can continue to download the Articles of Incorporation. For non-profits, you will find your PDF file here. Business corporations can download their paperwork here.
If you are filing for the formation of a non-profit organization, please supply the following information into the first two pages of your PDF file:
- 1-Name of Corporation
- 2-Check the box that indicates whether the corporation is organized for public benefit or mutual benefit and the purpose of formation
- 3-Registered agent type, name, CRA number (if commercial), mailing and street address (if non commercial)
- 5-The number of initial directors as well as the minimum and maximum number of directors at any given time
- 6-Whether or not the corporation shall have members. If so, attach a separate document detailing the class or classes of members as well as the manner of election, their qualifications and their rights
- 7-Check this box if corporation shall not attempt in any way to have a political influence in the manner described in the article
- 8-Check if attached to the articles is a document containing any other provision not already stated
- Signature, name and address of each incorporator
The articles of a business corporation will ask for this information of all applicants:
- 1-Name of corporation
- 2-Check if corporation provides professional services and describe said services
- 3-Clerk type, name, CRA number (if commercial), mailing and street address (if non commercial)
- 5-The nature of the shares of the corporation and the number of authorized shares
- 6-The corporation shall have a board of directors (y/n)
- 7-If corporation is to have board of directors, indicate the limitations on the number of directors as well as the nature of the liability and indemnification
- 8-Check if the corporation elects to have preemptive rights
- 9-Attach any additional provision not already stated in the articles (optional)
- 10-Name and address of each incorporator
- Name of entity
- List of filings enclosed
- Special handling (if applicable)
- Total filing fees enclosed
- Name of applicant
- Daytime phone number
- Email address
- The name and mailing address to receive the attested copy
Step 4- Now that all the required paperwork has been completed and printed off you can pay the filing fee. As previously stated, non-profit filings will cost a total of $40 while profit corporations will need to supply $145. This fee can be paid by check or by credit card (using this PDF file). Send all forms and fees to the below address for processing. You should receive correspondence within the next two weeks accepting or denying your application.
Department of the Secretary of State,
Division of Corporations, UCC and Commissions
101 State House Station Augusta, ME 04333-0101
EIN – Using the IRS website you can apply for what is known as an Employer Identification Number. This is a number used by the federal government to identify businesses operating with the use of employees and while withholding employee tax. Operating as an entity without an EIN is virtually impossible as it serves as the equivalent of a Social Security Number. You will use this number to conduct all levels of financial transactions from opening basic savings accounts to registering for large business loans. For more information on the acquisition of an EIN, review our tutorials on the Online and PDF application processes.
Corporate Bylaws– The Articles of Incorporation of Maine businesses features a lot of information not always required in the formation documents of other States. It is therefore an optional step to use a set of corporate bylaws in the organization of your business. Although the provisions provided in the initial registration forms is extensive it won’t include the capital contributions of each share holder or the power of the board of directors. Any other provision not previously mentioned in the original articles can either be submitted by attaching a secondary form while filing or by filing an internal corporate bylaws with the initial incorporators of your business. Click on the heading of this paragraph for more information and to gain access to our free templates downloadable in MS Word and Adobe PDF formatting.
Renewal– It is essential that all business file an annual report by June 1st of the year following their incorporation to renew with the Secretary of State. This will update their office of any logistical or managerial changes which may have occurred since the initial formation. This filing will need to take place each year and will cost non-profit entities $35 while charging business corporations a total of $85. Failure to file your annual report will result in a late filing penalty. Failure to pay this filing penalty will result in dissolution or the revocation of your legal entity.