The tutorial contained in this webpage is aimed towards the individual looking to register a corporation in the state of Michigan. This particular page should serve as a general overview of what will be demanded of you should you commit to filing; further instructions can be found in the tutorials linked within this main page. It should be noted that there is currently no online filing system in place on the Department of Licensing and Regulatory Affairs (LARA) website and filers must submit their documents in the mail, by fax or by email. The filing fees for all nonprofit and ecclesiastical corporations is $20 while foreign, profit entities will be required to pay $60. New, domestic, for profit corporations will find that their fees are based on the number of authorized shares issued by the business (see table below).
- 1-60,000 shares- $50
- 60,001-1,000,000- $100
- 1,000,001-5,000,000- $300
- 5,000,001-10,000,000- $500
- More than 10,000,000- $500 for first 10,000,000 plus $1000 for each additional 10,000,000
How to File
Step 1- The first step we recommend that filers take prior to registration is researching the availability of their corporate name. This task can be accomplished through the Business Entity Search though an inquiry into the LARA name database does not guarantee availability. If you would like to secure your corporate name while your get your affairs in order, you will be able to file for a Name Reservation. This reservation will cost only $10 and will last for a total of 6 months.
Step 2- With a name prepared, you will be able to download and complete your filing form. Click on the link below that corresponds with your entity type to learn exactly what will need to go into the document assigned to your specific corporation variety.
Step 3- Once you’ve completed and printed off the filing form, be it an Articles of Incorporation or an Application for Certificate of Authority, you will be required to prepare the filing fee and submit both items to the Department of Licensing and Regulatory Affairs. Those filing by fax (517-241-0538) or by email (CDfilings@michigan.gov) will be able to pay through their pre-existing MICH-ELF account. If submitting your documents in the mail, address the envelop to the below address and pay the filing fee by check made out to the State of Michigan.
Department of Licensing and Regulatory Affairs
Corporations, Securities & Commercial Licensing Bureau
P.O. Box 30054
Lansing, MI 48909
EIN– In the case that you are filing for a new corporation and you will be paying withholding taxes on your employees once your business is up and running, you will be required to apply for an Employer Identification Number at some point during formation. The EIN is issued by the IRS to keep tabs on all employers in the United States; without one entities are extremely limited in their ability to function on a day to day basis. Indeed, applying for financing, creating corporate bank accounts and hiring employees will be unfeasible without first obtaining an EIN. Filers will be able to acquire this identifier either with the Online form or through the mail with the PDF Form SS-4.
Corporate Bylaw– A corporate bylaw is an internal agreement signed by all initial incorporators that will establish the manner in which the internal affairs of the entity are to be organized. The rights and duties of the corporate officials will be relayed here in black and white, providing a clear representation of the relationship each member has with the corporation. It should be noted that there is no legal obligation to draft a corporate bylaw and should you decide to create one for you entity, it will not be made available to the public nor filed with the state government. Instead this internal document should be kept on record with each applicable party to serve as a point of reference. Click on the link above and to the left to review our bylaw template, available in Adobe PDF and Microsoft Word format.
Renewal– Corporations are required to renew each year with the Department of Licensing and Regulatory Affairs in order to remain in good standing. In this state, the renewal process is completed through the submission of an annual report and the payment of the associated filing fee. For-profit corporations must pay the fee of $25 and will need to submit their report by the 15th of May. Non-profit entities should renew by the 1st of October and will only be required to pay $20. The link at the beginning of this paragraph will transport you to the FILEOnline portal where you can submit your entity ID number and file your report online. Otherwise, filers will need to request an annual report form from the state authorities by using this PDF.