Forming a Business
Forming your Alabama Business (LLC or Corporation)
Quick Process Summary
Once we have accepted your retainer agreement and payment, you will use this web page to guide you through the incorporation process.
If you ordered the all-inclusive package you will receive:
Choice of entity analysis
Name reservation (corporation)
Articles of formation (llc) or articles of incorporation (corporation)
Shareholder agreement (multi-member corporation) or operating agreement (llc)
Initial action by written consent
Alabama county probate and secretary of state filing fees
Initial registered agent fee (if applicable)
Assistance obtaining an EIN (employment identification number)
Stock certificates (corporation)
Filing of articles via mail or courier
Assistance with Business Privilege Tax payment
Assistance filing for S corporation status (corporation)
An execution ceremony upon completion (if desired).
If you ordered "a la carte" services, any of the above services you have specifically ordered will be provided. Just click below on the services you have selected in your retainer agreement.
1. Choice of Entity Analysis - click on the link to determine whether you will form an LLC or an S corporation. An attorney will contact you during the choice of entity process to assist you in determining the most appropriate choice of entity.
2. Obtain your corporate name reservation (*only required for corporations, not LLCs). In Alabama, a corporation must obtain a name reservation from the Secretary of Website. (See Contact info here.) It may take a few days to receive this reservation unless you wish to expedite the process for an additional fee.
You should note, however, that getting a name reservation is not the equivalent of trade name or trademark protection. (see Business Name Memo. You may also want to review our trademark process).
3. Fill out our document generating questionnaires:
a. If your business will be a limited liability company (LLC), please click on the following links and complete the applicable questionnaires (*Note - you will only fill out one operating agreement questionnaire):
b. If your business will be a corporation, please click on each of the following links and complete the applicable questionnaires:
4. Execute and file Articles of Organization (LLC) or Articles of Incorporation (corporation) in the county where the company's registered agent is located with state and county filing fees.
5. Obtain Employer Identification Number (EIN).
6. File Alabama Business Privilege Tax forms.
7. File S-election (corporation).
MEMORANDA AND EXPLANATION OF FORMS AND PROCESS
At this point, we are assuming that you have made the decision to incorporate your business. If you are still trying to decide, then you may want to review this memo about reasons to incorporate.
Also note that this process is for an Alabama corporation. You may want to review this memo about the pros and cons of forming a Delaware corporation. While we are more than happy to assist you in such a formation, typically small businesses will remain Alabama corporations.
By-Laws/ Operating Agreement
The operations of your corporation are governed, in the case of a corporation, by the by-laws. Such a document has rules with respect to the calling of owner meeting, calling of director meetings, election of officers and indemnification of officers and directors. The operating agreement (whether single or multi members) governs the operation of an llc.
Shareholders Agreement/ Operating Agreement
In small closely held corporation, the transfer restrictions are often even more important than the by-laws and governance provisions. Because the success of the business is wound up in the efforts and the relationship of the owners, corporations will restrict the transfer of equity by a shareholder agreement (corporation) or operating agreement (llc). Yes- typically an llc operating agreement covers both governance and transfer restrictions, while such provisions for a corporation are in both the bylaws and the shareholder agreement.
Initial Actions by Written Consent
When a corporation or llc is first formed, the entity will want to have an initial meeting with the primary purpose of electing officers and directors and managers.
Employer Identification Number
You will also need an EIN number. To get an EIN Number, you need to follow this link to the IRS website. (Please note this is an external link.) If you want our assistance, we will need to have your power of attorney.
In Alabama, a corporation an llc must file a Business Privilege Tax within two and a half months after filing the articles. The initial tax return is typically $110 for corporation and $100 for an llc. For instructions and the form on the Alabama Department of Revenue website, can be found here.