Maryland Articles of Incorporation

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What Are Maryland Articles of Incorporation?

Preparing and filing your articles of incorporation is the first step in starting your business corporation. Approval of this document secures your corporate name and creates the legal entity of the corporation. Only after this approval can the corporation apply for tax IDs, obtain business licenses, sign contracts, and otherwise conduct business.

Incorporating provides many important benefits:

  • Limits the liability of directors, officers, and shareholders
  • Fulfills statutory requirements to register your business name
  • Provides governance and adds credibility

Fast Facts

For Domestic Corporations:

Agency:Maryland State Department of Assessments and Taxation (SDAT)
Form:

Articles of Incorporation for Stock Corporation

Filing Method:

Mail, fax, in-person, or online.

Agency Fee:

$120 filing fee + optional $5 returned mail fee + optional $50 expedited service fee. The expedite fee is required to file online, by fax, or in-person. If the aggregate par value of the stock exceeds $100,000 or if no par value stock is used and the corporation has authority to issue more than 5,000 shares, then call 1-410-767-1340 for your filing fee.

Turnaround:

~8+ weeks. ~7 business days with expedite fee online or by fax. Same-day if filed in-person with expedite fee by 4:15pm.

Law:

Maryland Code - Corporations and Associations

Notes:
  • If you do not pay the expedite fee, you could wait 8+ weeks for the secretary to process your articles.
  • Articles must be typed in black ink.
  • The resident agent and incorporator must sign.
  • Upon processing, you will only receive notice of filing if you pay the $5 return mail fee. Otherwise, look in the secretary's online records ~10 business days after processing to see your entity record where you can view and print an image of your document.
  • If filing by fax, use the Charter Fax Cover Sheet.

For Domestic Close Corporations:

Agency:Maryland State Department of Assessments and Taxation (SDAT)
Form:

Articles of Incorporation for Close Corporation

Filing Method:

Mail, fax, in-person, or online.

Agency Fee:

$120 filing fee + optional $5 returned mail fee + optional $50 expedited service fee. The expedite fee is required to file online, by fax, or in-person. If the aggregate par value of the stock exceeds $100,000 or if no par value stock is used and the corporation has authority to issue more than 5,000 shares, then call 1-410-767-1340 for your filing fee.


Other Helpful Maryland Facts

As you are preparing to incorporate, keep in mind the following requirements specific to Maryland.


Maryland Directors

  • Number: One or more required.
  • Qualifications: None.
  • Quorum: Majority of directors, unless bylaws fix a different number. No less than one third.

Maryland Officers

  • President, Secretary, and Treasurer required.

Maryland Bylaws

  • Required: Yes.

Maryland Annual Shareholder Meeting

  • Required: Yes.
  • Action by written consent: Allowed if by all shareholders entitled to vote on the action.

Maryland Shareholders

  • Qualifications: N/A
  • Stock Certificate: Required.
  • Voting Trusts Allowed: Yes.

Helpful Tools

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