Meow Technologies, Inc.
Incorporating your business in Massachusetts establishes it as a legal entity separate from its owners. This protects your personal assets in case the business is sued or goes bankrupt. It also makes your company seem larger and more established to potential customers and partners. However, incorporating does come with administrative requirements and fees that sole proprietors don’t deal with. This article will walk you through the key steps for incorporating in Massachusetts.
The first decision you need to make when incorporating is whether to structure your business as a corporation or a limited liability company (LLC). Both separate your personal assets from the company's finances, but they have some key differences:
If you plan to take on investors or eventually go public, a corporation is the better fit. Otherwise an LLC offers liability protection with fewer reporting requirements.
Your corporate name must include a business designation like "Corporation," "Incorporated," "Limited," or their abbreviations. It cannot conflict with any existing names registered in the state, so first check name availability by searching the Secretary of State’s database.
You can optionally reserve your name for 60 days for a $30 fee while you complete the rest of the paperwork. Make sure to follow all naming suffix requirements detailed in Massachusetts General Laws Chapter 156D, Section 4.01.
A registered agent handles all official correspondence between your business and the state of Massachusetts. By law, corporations and LLCs must designate a registered agent when incorporating. Your options include:
Using a third-party service can save hassle and keep your address private. Make sure your registered agent meets all Massachusetts requirements, like maintaining a physical in-state office open during business hours.
The articles of incorporation legally establish your business as a Massachusetts corporation. Prepare this document carefully following all requirements detailed in the state’s General Laws Chapter 156D. You’ll need to include information like:
File your articles by mail, fax, or through the state's online filing system. Fees start at $275 for up to 275,000 shares. Publication of notice in a local newspaper is also required within 60 days.
Even after incorporating, there are a few more steps to complete:
Bylaws act as an operating agreement, laying out internal rules for your corporation like:
Bylaws aren’t filed with the state but rather kept with your other business records. Take time to carefully consider and draft these documents.
After your articles of incorporation are filed, the incorporator or board of directors must hold an initial organizational meeting. Use this meeting to formally adopt the bylaws, appoint officers, issue stock certificates, and handle any other startup tasks.
Be sure to document the meeting with official minutes, including resolutions passed and actions taken. Store these records permanently along with your signed articles of incorporation.
After successfully launching your Massachusetts corporation, staying compliant requires some recurring paperwork:
Incorporating in Massachusetts involves several administrative steps, but offers serious legal protections plus tax and fundraising advantages later on. For help launching and maintaining your corporation seamlessly, consider hiring an incorporation service or business attorney. They handle all the state filings and paperwork so you can focus on building your company!