Incorporating in North Carolina is attractive to businesses for several reasons. Incorporation can move swiftly in the Tar Heel State, and the corporate income tax rate will fall from 2.25% to 0% by 2030. Below, we’ll explain how to incorporate in North Carolina, including what it costs and what steps to take to form a corporation that lasts.

What’s in this article?

• What does it mean to incorporate a business in North Carolina?
  
• What are the advantages of forming a corporation in North Carolina?
  
• How much does it cost to incorporate in North Carolina?
  
• What are the steps to incorporate your business in North Carolina?
  
• How Stripe Atlas can help
  

What does it mean to incorporate a business in North Carolina?

Incorporation makes your company a separate legal entity under North Carolina law. Once the secretary of state accepts your articles of incorporation, the corporation can own property, sign contracts, and pay taxes in its own name. Shareholders’ personal liability is limited to the funds they’ve invested. The corporate structure supports perpetual existence, transferable ownership, and access to equity financing.

North Carolina also authorizes other types of businesses, including limited liability companies (LLCs), but incorporation specifically refers to corporations. Mission-driven businesses can either form nonprofit corporations or incorporate as standard for-profit corporations and embed purpose through policy and governance.

What are the advantages of forming a corporation in North Carolina?

North Carolina has steadily built one of the most competitive business tax environments in the country. Companies that incorporate here benefit from low and declining tax rates, predictable rules, and a legal system that’s designed to handle complex business matters efficiently. Here’s a closer look at the benefits.

A vanishing corporate income tax

North Carolina’s corporate income tax rate has been on the decline since a phased reduction plan was enacted in 2021. The rate is 2.25% for tax year 2025 and will gradually decrease each year until it’s fully eliminated after 2029. North Carolina will then join the small group of states with no corporate income tax.

Favorable multistate tax treatment

North Carolina uses a single-sales-factor apportionment formula for some corporations, which means only sales into North Carolina (not in-state payroll or property) affect the state income tax base. The state also applies market-based sourcing for services and software so revenue is taxed based on the customer’s location. If your headquarters is in North Carolina but your customers are mostly outside the state, this approach can reduce the share of income taxed by North Carolina.

Predictable franchise tax rules

Businesses pay a franchise tax for the privilege of operating in a state, sometimes based on net worth or gross receipts rather than income. North Carolina’s franchise tax is levied on the corporation’s tax base at $1.50 per every $1,000, with a minimum of $200. S corporations (S corps) pay a flat $200 for the first $1 million of their tax bases, then $1.50 per every $1,000 above that. This creates a system with clear thresholds.

Specialized court for corporate disputes

The North Carolina Business Court is a specialized forum of the state’s trial court system that handles complex business and corporate cases such as shareholder disputes, mergers, and regulatory challenges. Cases are heard by judges with deep experience in business law, which leads to more consistent rulings and faster resolutions. That means a more predictable legal environment and less disruption for companies that operate in the state.

With its low and predictable taxes, clear rules, and sophisticated court system, North Carolina offers a stable, business-friendly foundation for corporations that want to grow.

How much does it cost to incorporate in North Carolina?

The incorporation fee in North Carolina is $125. That fee doesn’t increase based on authorized shares, paid-in capital, or entity size, which is appealing for growth-stage companies.

The secretary of state’s office offers 24-hour processing for $100 or same-day service for $200. There’s no general statewide business license fee, although you could be subject to local or occupational permit fees. If you need more time to choose your business name, you can reserve a business name for up to 120 days for $30.

The ongoing compliance costs are minimal:

• Annual report: $18 online plus fees

• Franchise tax: $1.50 per $1,000 of the corporation’s tax base, with a $200 minimum

Altogether, many corporations can stay in good standing for minimal annual fees.

What are the steps to incorporate your business in North Carolina?

Incorporation in North Carolina follows clear, statute-driven steps. The process is outlined in Chapter 55 of the General Statutes and can be done through the secretary of state’s online filing system. If you prepare each of these elements in order, the process runs swiftly.

Choose your business structure

Confirm that a corporation suits your business goals. A corporation is a good business form, if you anticipate outside investors, plan to issue equity, or need a formal board structure. North Carolina allows C corporations (C corps), S corps, nonprofits, and professional corporations. If an S corp status is relevant for you, you’ll elect it with the US Internal Revenue Service (IRS).

Select and clear a corporate name

North Carolina requires your name to be distinguishable from existing entities and include “Corporation,” “Incorporated,” “Company,” or a standard abbreviation. Restricted words such as “Bank” and “Engineer” require approval from the relevant licensing board. Search the secretary of state’s business registry to confirm availability. If you’re still finalizing your plans, you can reserve a name for 120 days.

Appoint a registered agent

Every North Carolina corporation must maintain a registered agent with a physical street address in the state who can receive legal documents and state notices during business hours. You can act as your own agent if you have an office in North Carolina; otherwise, you’ll need to hire a commercial agent. Keep this agent appointment up-to-date, because failing to report any changes within 60 days can lead to administrative dissolution.

File the articles of incorporation

Filing the articles of incorporation legally creates the organization. Fill Form B-01 and submit it online, by mail, or in person in Raleigh with the $125 fee.

The articles must include:

• Corporate name with legal ending

• Number of authorized shares (at least one; multiple classes are allowed if the rights are detailed)

• Registered agent’s name and address

• Name and address of each incorporator

• Principal office address (required if a principal office location exists at time of incorporation)

• Optional clauses (e.g., initial director names, a delayed effective date, a specific business purpose)

Once the articles are accepted, the corporation will have legally begun.

Hold the organizational meeting

The incorporators or initial directors must hold an organizational meeting.

In that meeting, record minutes, including:

• Election of the initial board of directors (if not already named)

• Appointment of officers (e.g., president, treasurer, secretary)

• Adoption of bylaws

• Authorization to issue stock to founders or investors

• Decision on taxation (S corp election authorization, if applicable)

These records aren’t filed with the state but they’re the foundation of your corporate book, the internal evidence that separates a company from its owners.

Register for state taxes and any required permits

File a business registration application with the Department of Revenue to collect sales tax and withhold payroll taxes. North Carolina has no statewide general business license, but there are hundreds of licenses required for various industries, as well as local permits.

File your annual report

File your annual report online with the secretary of state by the 15th day of the 4th month after your fiscal year ends. For example, if your fiscal year ends in December, your annual report is due by April 15.

The entire process of starting a North Carolina corporation can be completed online, with a clear, efficient path from idea to legal entity.

How Stripe Atlas can help

Stripe Atlas sets up your company’s legal foundations so you can fundraise, open a bank account, and accept payments within two business days from anywhere in the world.

Join 75K+ companies incorporated using Atlas, including startups backed by top investors like Y Combinator, a16z, and General Catalyst.

Applying to Atlas

Applying to form a company with Atlas takes less than 10 minutes. You’ll choose your company structure, instantly confirm whether your company name is available, and add up to four cofounders. You’ll also decide how to split equity, reserve a pool of equity for future investors and employees, appoint officers, and then e-sign all your documents. Any cofounders will receive emails inviting them to e-sign their documents, too.

Accepting payments and banking before your EIN arrives

After forming your company, Atlas files for your Employer Identification Number (EIN). Founders with a US Social Security number, address, and cell phone number are eligible for IRS expedited processing, while others will receive standard processing, which can take a little longer. Additionally, Atlas enables pre-EIN payments and banking, so you can start accepting payments and making transactions before your EIN arrives.

Cashless founder stock purchase

Founders can purchase initial shares using their intellectual property (e.g., copyrights or patents) instead of cash, with proof of purchase stored in your Atlas Dashboard. Your IP must be valued at $100 or less to use this feature; if you own IP above that value, consult a lawyer before proceeding.

Automatic 83(b) tax election filing

Founders can file an 83(b) tax election to reduce personal income taxes. Atlas will file it for you—whether you are a US or non-US founder—with USPS Certified Mail and tracking. You’ll receive a signed 83(b) election and proof of filing directly in your Stripe Dashboard.

World-class company legal documents

Atlas provides all the legal documents you need to start running your company. Atlas C corp documents are built in collaboration with Cooley, one of the world’s leading venture capital law firms. These documents are designed to help you fundraise immediately and ensure your company is legally protected, covering aspects like ownership structure, equity distribution, and tax compliance.

A free year of Stripe Payments, plus $50K in partner credits and discounts

Atlas collaborates with top-tier partners to give founders exclusive discounts and credits. These include discounts on essential tools for engineering, tax, finance, compliance, and operations from industry leaders like AWS, Carta, and Perplexity. We also provide you with your required Delaware registered agent for free in your first year. Plus, as an Atlas user, you’ll access additional Stripe benefits, including up to a year of free payment processing for up to $100K in payment volume.

Learn more about how Atlas can help you set up your new business quickly and easily, or get started today.