How to Incorporate in Alaska

Incorporating means starting a corporation. If you want to form an LLC, please see "How to Form an LLC in Alaska".

Is your corporation for-profit or not-for-profit? If you are starting a nonprofit, please see "How to Start a Non-Profit Organization in Alaska".

Corporations are formed under and regulated by state law. Alaska has special rules and requirements for licensed professionals forming a professional corporation.

C-Corp and S-Corp refer to taxation with the IRS, not to legal structures. Your corporation is taxed as a C-Corp unless you file an election to be taxed as an S-Corp (explained below).

The legal name of your corporation may not conflict with any other registered name. Check availability of your desired name by conducting a name search.

Name Search:

Alaska CBPL entity search

Name Reservation:

Optional

Suffix:

A corporate name must contain the word "corporation", "company", "incorporated", or "limited", or an abbreviation of one of these words. AS §10.06.105

Identify the corporation’s Alaska registered agent. This individual or company receives notice of lawsuit and other legal service for the corporation.

File articles of incorporation to create your corporation.

After filing articles of incorporation, you must file an initial report within 6 months of incorporation.

Submit to:

Alaska Department of Commerce, Community, and Economic Development - Corporations, Business & Professional Licensing (CBPL)
http://commerce.alaska.gov/dnn/cbpl

Form:

Enter your entity number then click 'Print Form'

Filing Method:

Mail or online

Fee:

$0

Your corporation must keep correct and complete books and records of account in compliance with AS §10.06.430. Your filed articles of incorporation are the first document for your corporate records. Your corporation will generate many other official records such as bylaws, meeting minutes, and your EIN.

Office supplies intended for a corporation will help you stay organized and save time. Optionally, get a corporate record book, seal, and document templates.

Draft bylaws (potentially using a template) which is the governing document for the corporation. The bylaws contain provisions for managing the business and regulating the affairs of the corporation and must be consistent with AS §10.06.230. You will review and ratify the bylaws at your first board of directors meeting. A copy of the bylaws must be kept at the principal executive office and open to inspection by shareholders during office hours in compliance with AS §10.06.233.

The initial directors serve on the board until the annual meeting of shareholders (when directors are elected to the board). If the initial directors are not named in the articles of incorporation, they are appointed by the incorporator. The incorporator documents and signs this action for the corporate records.

Hold the first meeting of the board of directors.

After the commencement of corporate existence by the issuance of a certificate of incorporation, an organizational meeting of either the incorporators or the board of directors named in the articles of incorporation shall be held, either inside or outside the state, at the call of a majority of the incorporators or directors named in the articles of incorporation, for the purpose of adopting bylaws, electing directors if none have been named in the articles, electing officers, and transacting such other business as may come before the meeting. Those calling the meeting shall give at least 20 days notice of the meeting by mail to each incorporator or director named. The notice shall state the time and place of the meeting.
AS §10.06.223

Keep minutes of this meeting. The following state laws apply unless overridden by the organizational documents, where permissible.

The owners may be issued stock certificates to serve as proof of ownership in the corporation. Remember to hold the first annual meeting of the shareholders (the owners of the corporation) according to the bylaws and to keep minutes of this meeting.

The following state laws apply unless overridden by the organizational documents, where permissible.

Your corporation must obtain an EIN regardless of whether it will hire employees.

Submit to:

Internal Revenue Service
http://www.irs.gov/

Form:

IRS Form SS-4

Guidance:

IRS Pub 1635: Understanding Your EIN

Filing Method:

Mail, phone, fax, or apply online with the IRS

Fee:

$0

Turnaround:

Immediately online

Notes:

The IRS website is only available during certain hours. Print your EIN before closing your session.

Alaska does NOT offer a consolidated state tax registration application. Apply for each individual tax account that is needed.

Guidance:

Alaska Tax Types

Submit to:

Alaska Department of Revenue
http://www.tax.alaska.gov/

By default, your corporation is taxed as a C-Corporation. Some corporations, especially smaller ones, benefit from electing S-Corp tax treatment:

• C-Corps suffer from double taxation: the corporation pays taxes on profits then members pay taxes on their distributions. If profits exceed $250,000 per owner, you provide employee benefits, or you will re-invest most of your profit in the business, you may benefit from the low tax rates on retained earnings under C-Corp treatment.
• S-Corp treatment avoids double-taxation. It is generally the best choice for small businesses. To accomplish this, file Form 2553: S-Corp Election with the IRS.

To run your business legally, you must obtain applicable licenses and permits. The easiest way to navigate the wide range of federal, state, and local requirements is to search by your business type and locality using the Small Business Administration Business License & Permit look-up tool.

Every corporation must obtain an Alaska Business License.

Submit to:

Alaska Department of Commerce, Community, and Economic Development - Corporations, Business & Professional Licensing (CBPL)
http://commerce.alaska.gov/dnn/cbpl

Form:

Form 08-4181: New Alaska Business License Application

Filing Method:

Mail or online

Fee:

$50

Turnaround:

Immediately online. ~10-15 business days by mail.

Exemptions:

Investment clubs and businesses that hold a fisheries business license, liquor license, insurance license, or mining license. If you think you are exempt from business licensing, please consult a Business Licensing Examiner about your specific situation.

Notes:

• A separate business license is required for each business name.

You must file federal and state tax returns. You must also file:

• The Alaska Division of Corporations requires an Alaska biennial report.
• The Alaska Division of Corporations also requires annual Business License Renewal.