Corporation Division


 


Frequently Asked Questions
 

Click here for FAQ's pertaining to annual report filings.

 1.  Do I have to register?

 

 2.  What are the consequences of not registering my business?

 

 3.  Do you offer information on resources to get my business started?

 

 4.  What is the difference between a corporation and a limited liability company?  How does an "S" corporation differ from a corporation?

 

 5.  Can I register on-line?

 

 6.  May we conduct on-line searches for name availability?

 

 7.  When I register my company name, will I receive the ID number too?

 

 8.  May I get a copy of annual report / articles / certificate of good standing?

 

 9.  What is the status of my registration?

 

10. Who are the owners, agents and officers of a particular business?

 

11. What forms of payment do you accept?

 

12. What are your hours of operation?

 

13. How do I get a resale certificate?

 

14. Must a name reservation be filed at the same time as a corporation or limited liability company?

 

15. Can I file a name reservation for a nonprofit or a trade name?

 

16. Must I file bylaws or operating agreements with the Secretary of State’s office?

 

17. To what address will the acknowledgements for filings of corporations and limited liability company forms be sent?

 

18. How does my nonprofit obtain tax exempt status?

 

19. How do I convert my existing entity to a limited liability company?

 

20. Can I convert my existing corporation to a limited liability company which is already filed with the N.H. Secretary of State?

 

21. Can a N.H. limited liability company convert to a N.H. corporation?

 

22. Do I need any other license or certification to conduct my business?

 

23. What are my future obligations with the Secretary of State's office after I register my business?

 

  1. Do I have to register?
    A person conducting business under any name other than his/her own legal name must register. For example, John D. Smith doing business as "John D. Smith" does not have to register; however, if he conducts business as "John Smith Enterprises" he does have to register as "Enterprises" is not part of his legal name.
     

  2. What are the consequences of not registering my business?
    You do not have the authority to conduct any business (including advertising) under any name other than your own personal legal name until that name is registered with this office.  The Secretary of State’s office is not an enforcement agency.  However, not registering can have consequences with other agencies or institutions.
     

  3. Do you offer information on resources to get my business started?
    Information for resources available for starting a business in New Hampshire may be found at the State of N. H. Economic Development Division, New Hampshire Business Resource Center official website.  Links to our registration forms that may be downloaded can be found under Forms and Laws in our navigation bar to the left (visible on all pages of our website).  You can also contact the U.S. Small Business Administration at www.sba.gov/nh or call the New Hampshire District office at 603-225-1400.
     

  4. What is the difference between a corporation and a limited liability company?  How does an "S" corporation differ from a corporation?
    The structure your business assumes is important in determining your limitations and liabilities.  If you are unsure of what entity would be most beneficial for your business, your accountant or attorney can help you decide what type of business structure best fits your needs.  For a description of the types of business entities in New Hampshire, please follow this link: Types of Business Entities in New Hampshire.
     

  5. Can I register on-line?
    On-line registration is not available at this time.  Our goal is to provide this valuable service at a future date.
     

  6. May we conduct on-line searches for name availability?
    An on-line search for name availability is not available at this time.
     

  7. When I register my company name, will I receive an ID number too?
    We can provide you with a unique number assigned to each business entity who registers with the State of New Hampshire.

    If you would like to apply for a Federal or Employer ID # (FEIN), you can apply online at the IRS website by following this link, download the application form here or you can contact the IRS at 1-800-829-4933.

     

  8. May I get a copy of annual report / articles / certificate of good standing?
    Copies and Certificates may be ordered in writing from the Secretary of State.  Plain copies are free for the first 20 pages.  Requests that exceed 20 pages cost $.50 per page beginning from page one.
    Certified copies are $1.00 per page and $5.00 for the Certified Jacket.  The Secretary of State’s office will invoice for this service.
    Certificates of Good Standing cost $5.00 each and must be pre-paid.
    Expedited service is available in the office for an additional $25.00.
     

  9. What is the status of my registration?
    For the status of your registration, kindly call our information line at 603-271-3246.  The line is open from 8:00 a.m. to 4:30 p.m.
    Be prepared to give the operator the name you are registering and the date the form was mailed or hand-delivered to our office.
     

  10. Who are the owners, agents and officers of a particular business?
    Please visit the Business Name Lookup section of our website to view the most recently filed annual report.  Otherwise, this information is available by calling our information line at 603-271-3246.  The line is open during business hours from 8:00 a.m. to 4:30 p.m.  Be prepared to give the operator the name of the business you are inquiring about and what information is required.
     

  11. What forms of payment do you accept?
    We accept check, money order, ACH e-account or cash payment.  Cash will only be accepted if payment is in the exact amount owed.  Checks should be made payable to "State of New Hampshire".  Credit card payment is accepted for on-line filing of annual reports only (Mastercard and VISA only).  To establish an e-account, you may contact our Accounting Dept. at 603-271-3242.
    Please note: At this time, we cannot accept credit cards with an address outside of the United States.

     

  12. What are your hours of operation?
    The Corporation Division office is open for business from 8:30 a.m. to 4:00 p.m.  Our telephone lines are open from 8:00 a.m. to 4:30 p.m.
     

  13. How do I get a resale certificate?
    Please refer to the Dept. of Revenue Administration website
    http://www.nh.gov/revenue/taxpayer/resalecert.htm
     

  14. Must a name reservation be filed at the same time as a corporation or limited liability company?
    No, an application for reservation of name (Form 1) is not to be filed at the same time as the certificate of formation or articles of incorporation is filed.  A reservation of name is filed prior to the filing of the certificate of formation or articles of incorporation, to:

    a.) insure the name is available prior to completing the certificate of formation, articles of incorporation or other documentation.  In the event the name is not available, the need to rewrite the forms and other documentation is avoided.

    b.) hold the name (if available) for a period of 120 days to allow that amount of time for the preparation of the documents, without the danger of losing the name.

    Note: Name reservations cannot be filed for a trade name or nonprofit corporation.

By filing the certificate of formation or articles of incorporation, the entity's name is registered and protected as long as the LLC or corporation remains active on our records.
 

  1. Can I file a name reservation for a nonprofit or a trade name?
    A reservation of name is used for a limited liability company, for-profit corporation, limited liability partnership, limited partnership or investment trust name.  Names cannot be reserved for nonprofits or trade names prior to filing the documents.

     

  2. Must I file bylaws or operating agreements with the Secretary of State’s office?
    No; bylaws and operating agreements are not filed in this office.  The Secretary of State’s office only files articles of agreement (for a nonprofit corporation), articles of incorporation (for a for-profit corporation), and certificates of formation (for a limited liability company).

     

  3. To what address will the acknowledgements for filings of corporations and limited liability company forms be sent?
    Acknowledgements will be mailed to the address of the person or entity filing the documents.
     

  4. How does my nonprofit obtain tax exempt status?
    Tax exempt status [501 C (3)] is obtained through the Internal Revenue Service.  Please refer to FAQ's regarding Applying for Tax Exemption.
     

  5. How do I convert my existing entity to a limited liability company?
    You must file a certificate of conversion, together with a certificate of formation and form SRA.  All three forms with their fees must be submitted together.
     

  6. Can I convert my existing corporation to a limited liability company which is already filed with the N.H. Secretary of State?
    No; the limited liability company is created at the time the conversion forms are filed.  If the limited liability company has already been formed, it cannot be created as a result of the conversion.
     

  7. Can a N.H. limited liability company convert to a N.H. corporation?
    No; current law does not allow for a N.H. limited liability company to convert to a  NH corporation.
     

  8. Do I need any other license or certification to conduct my business?
    There is no further licensing with this office, however, there may be a requirement for a license or certificate from another agency.  Follow this link to the New Hampshire Employment Security website to find out if you need additional licensing or certification.
     

  9. What are my future obligations with the Department of State's office after I register my business?
     
    Corporation, Professional Corporation, Limited Liability Company, Professional Limited Liability Company, Consumer Cooperative, Business Trust
     
    An annual report and filing fee for these business types is due by April 1st of each year following the year of registration
    Investment Trust, Limited Liability Partnership, Agricultural Cooperative An annual filing fee for these business types is due by April 1st of each year following the year of registration
     
    Trade Name Must be renewed every five (5) years to remain active
     
    Nonprofit A report and filing fee for these business types is due by December  31st every five (5) years pursuant to RSA 292
     

 

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