HOW TO FORM A PROFESSIONAL CORPORATION IN NEW JERSEY ONLINE
What is a New Jersey Professional Corporation
Generally, if you are required to obtain some kind of license before you can market your skills in the state of New Jersey then you will
most likely need to form a New Jersey Professional Corporation.
Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional
Corporation with the New Jersey Department of Treasury.
A New Jersey Professional Corporation may render Professional Services in the state of New Jersey
only through individuals licensed or otherwise authorized in New Jersey to render the specific Professional Service.
Depending on exactly what it is that you want to do in New Jersey, approval from a specific New Jersey state agency or board may be required before the NJ Department of Treasury will approve a new
New Jersey Professional Corporation filing.
This could add to the total processing time for a new New Jersey Professional Corporation.
What are the advantages of a New Jersey Professional Corporation?
explain
New Jersey Professional Corporations are commonly formed by a group of licensed Professionals who want to open a joint practice.
The main advantage of Forming a New Jersey Professional Corporation is that malpractice by one of the Professionals will not be
held against the other Professionals if they we're not involved in the malpractice.
Do I need a lawyer to Form a Professional Corporation in New Jersey?
explain
The short answer is no.
The state of New Jersey does not legally require a lawyer to form a
New Jersey Professional Corporation.
Our detailed
Professional Corporation Information page may help you understand some
of the implications of forming a
New Jersey Professional Corporation.
However, if there is
anything about
Forming a Professional Corporation in New Jersey
that you're not sure about you should seek the advice of a competent New Jersey lawyer, a New Jersey accountant,
or both
before you
Form a Professional Corporation in New Jersey.
Once you have made the decision to
Form a Professional Corporation in New Jersey, a New Jersey lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and
save money that you can use in your new New Jersey Professional Corporation.
Do I have to Reserve a Company Name before I Form a Professional Corporation in New Jersey?
explain
You are not legally required to reserve a Company Name for a new New Jersey Professional Corporation before you submit your application to Form a Professional Corporation in
New Jersey.
Whether or not you need to reserve a company name for your new New Jersey Professional Corporation depends entirely on your business situation.
The New Jersey Department of Treasury uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that New Jersey Company Name.
What if the New Jersey Professional Corporation Name I want is already taken?
explain
If the Name you have chosen for your new New Jersey Professional Corporation is already in use by a currently active
New Jersey Corporation or LLC, and you still want to use that Professional Corporation Name, then you will have to register a DBA Name with the New Jersey Department of Treasury. "DBA" is an abbreviation for "Doing Business As."
In New Jersey a DBA Name is called a Alternate Name.
We verify that the Name you have chose for your new New Jersey Professional Corporation is available before we submit
your Incorporation filing to the New Jersey Department of Treasury.
If necessary we can register a Alternate Name in New Jersey for you so that you can open your new New Jersey business as quickly as possible.
Are there any Company Name restrictions for a NJ Professional Corporation?
explain
A New Jersey Professional Corporation corporate name must comply with all laws and regulations for regular New Jersey
Corporation corporate names.
In addition, a New Jersey Professional Corporation corporate name may not contain any language stating or implying that it is
incorporated for a purpose other than that authorized by its Articles of Incorporation.
A New Jersey Professional Corporation corporate name must also conform with the name regulations of
any applicable New Jersey Professional licensing board.
What do I have to do to Form a Professional Corporation in New Jersey?
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7 things you have to do in order to Form a Professional Corporation in New Jersey.
- Choose a name for your New Jersey Professional Corporation
- Select an official address and a Registered Agent for your New Jersey Professional Corporation
- Choose a Board of Directors for your New Jersey Professional Corporation
- Decide who will be Officers for your New Jersey Professional Corporation
- Determine how you want your New Jersey Professional Corporation to be taxed
- File Certificate of Incorporation with the New Jersey Department of Treasury
- Get a Federal Employer Identification Number (FEIN) for your New Jersey Professional Corporation
- Choose a name for your New Jersey Professional Corporation
Your New Jersey Professional Corporation name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the New Jersey Professional Corporation name that you choose must be distinguishable from the name of any other registered New Jersey Professional Corporation or other
business entity and the name must also be different from any reserved names on record with the state of New Jersey.
Your New Jersey Professional Corporation name must not imply that it was formed for a purpose other than that stated in your
Certificate of Incorporation;
and your New Jersey Professional Corporation name must not be a name that is likely to mislead the public.
The name of a New Jersey Professional Corporation must include the word "Corporation" or
"Incorporated" or an abbreviation of one of these words.
It's important to choose a good name for your New Jersey Professional Corporation because if you want to change it after you incorporate you
will have to file amended Certificate of Incorporation with the New Jersey Department of Treasury (and pay a fee).
We will:
- Check to make sure that your New Jersey Professional Corporation name is available
- Make sure your New Jersey Professional Corporation name conforms to state of New Jersey regulations
- Reserve your New Jersey Professional Corporation name with the New Jersey Department of Treasury
- Select an official address and a Registered Agent for your New Jersey Professional Corporation
Every New Jersey Professional Corporation must have an address that is physically located in the state of New Jersey.
This address is "registered" with the New Jersey Department of Treasury.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of New Jersey to receive all correspondence on behalf of the New Jersey
Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many New Jersey Professional Corporations hire a Registered Agent because they don't have a physical
address within the state of New Jersey or to provide a distinct level of privacy.
We can act as the official Registered Agent for your New Jersey Professional Corporation.
- Choose a Board of Directors for your New Jersey Professional Corporation
All New Jersey Professional Corporations are required to have a Board of Directors.
Directors are the people who will set policies for your New Jersey Professional Corporation and manage the business and its resources.
In the majority of small corporations directors are the owners.
The Certificate of Incorporation or Corporate Bylaws may define specific qualifications for Directors.
The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders.
One of the most important duties of the Board of Directors is electing Officers for your New Jersey Professional Corporation.
The same person may be a Director and an Officer at the same time.
Directors need not be residents of the state of New Jersey or shareholders of the New Jersey Professional Corporation unless the Certificate of Incorporation
or Bylaws require it.
Normally Directors for your New Jersey Professional Corporation are elected for a term of one year.
Elections are held at the annual meeting of Shareholders.
The Directors serve until the next annual Shareholders meeting.
- Decide who will be Officers for your New Jersey Professional Corporation
The Board of Directors elects Officers for your New Jersey Professional Corporation in accordance with the Corporate Bylaws and Certificate of Incorporation.
Officers serve at the pleasure of the Board of Directors of the New Jersey Professional Corporation.
Officers handle the day to day operation of the New Jersey Professional Corporation.
Unless specifically prohibited by the Corporate Bylaws or Certificate of Incorporation, in a New Jersey Professional Corporation
the same person may hold more than one Corporate Office at the same time.
However, there are certain legal affairs in which the same person cannot act in more than one capacity.
One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings
and for authenticating records for the New Jersey Professional Corporation.
- Determine how you want your New Jersey Professional Corporation to be taxed<
The New Jersey Corporate Income Tax Rate is %.
You may form an S Corporation in New Jersey.
S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable
personal rate.
S Corporations do not pay any New Jersey Corporate Income Tax.
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your New Jersey Professional Corporation and include it with
your Incorporation documents.
- File a Certificate of Incorporation with the New Jersey Department of Treasury
In order to form a Corporation in New Jersey you must file a Certificate of Incorporation with the New Jersey Department of Treasury.
The Certificate of Incorporation must include certain specific information about your New Jersey business. If the Certificate of Incorporation does not conform exactly to state of New Jersey requirements it will be rejected.
You may subsequently amend the Certificate of Incorporation for your New Jersey Professional Corporation but you will have to pay a fee to the state of
New Jersey in order to make the changes official.
- Get a Federal Employer Identification Number (FEIN) for your New Jersey Professional Corporation
A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your New Jersey Professional Corporation.
All New Jersey Professional Corporations are required to have an FEIN.
We can obtain an FEIN for your New Jersey Professional Corporation.
- Issue Stock Certificates to the Initial Shareholders
Corporate stock is evidence of ownership of a New Jersey Professional Corporation.
When you form your New Jersey Professional Corporation, you will need to determine what type of stock and the number of shares of each type that
you want to authorize.
You do not have to sell the number of shares that are authorized.
Many small New Jersey Professional Corporations hold 100% of the shares.
Stockholders in a New Jersey Professional Corporation are entitled to voting rights or dividends of the Corporate profits or both.
Whoever owns over 50% of the stock of the New Jersey Professional Corporation is able to make all Corporate business decisions.
New Jersey Professional Corporations usually hold at least 51% of the corporate stock in order to retain control of the New Jersey Professional Corporation.
What do I have to do after I form my New Jersey Professional Corporation?
explain
6 things you have to do after you Form a Professional Corporation in New Jersey.
- Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
- Open a Business Bank Account in New Jersey for your New Jersey Professional Corporation
- Obtain Business Licenses from the cities and counties in which you plan to do business
- Hold Meetings of Shareholders and Directors of each year
- File the required New Jersey Professional Corporation reports
- Keep proper records of your New Jersey Professional Corporation on file
- Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.
Bylaws are the internal rules of your New Jersey Professional Corporation.
They are adopted by the Board of Directors and vary widely from Corporation to Corporation.
Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and
Shareholders are to be conducted; what Officers the New Jersey Professional Corporation will have and a description of each of their duties.
As your company grows over time, you may amend your bylaws as necessary.
Bylaws generally cannot be amended by the Board of Directors unilaterally.
A vote by the majority of Stockholders of the New Jersey Professional Corporation is usually required to amend the Corporate Bylaws.
Bylaws may include any rules for managing the business and conducting corporate affairs.
Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or New Jersey law or
the New Jersey Professional Corporation's Certificate of Incorporation.
A copy of the Corporate Bylaws should be maintained at the Corporation's principal New Jersey office.
- Open a Business Bank Account in New Jersey your New Jersey Professional Corporation
It's very important that you have a separate business bank account for your New Jersey Professional Corporation.
Mixing personal and business funds can get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account.
Specific requirements vary from bank to bank.
- Obtain Business Licenses from the cities and counties in which you plan to do business
We can research and prepare the necessary forms for your required business licenses and permits and include
them in your New Jersey Professional Incorporation package.
Note that forming a New Jersey Professional Corporation doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A New Jersey Professional Corporation merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your New Jersey Professional Corporation you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your New Jersey Professional Corporation vary depending on your business activities
and the specific locations within the state of New Jersey in which you want to conduct business.
If your New Jersey Professional Corporation will be selling products in New Jersey you may be required to obtain a Reseller's Permit from the appropriate
New Jersey state agency.
If your New Jersey Professional Corporation will be selling products in New Jersey you will also be responsible for all applicable local and state of New Jersey
sales taxes if there are any.
- Hold Meetings of Shareholders and Directors of each year
Every New Jersey Professional Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting
on file.
A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.
The minutes of each meetings must be open for inspection by any Shareholder or Director.
This meeting requirement is often overlooked and comes into play when the New Jersey Professional Corporation is challenged for any reason.
Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your
New Jersey Professional Corporation a lot of potential trouble.
We can transcribe the minutes of any meeting of your New Jersey Professional Corporation into a form that complies with all
state of New Jersey requirements.
- File the required New Jersey Professional Corporation reports
The are no Initial Annual Report requirements for a new NJ Corporation.
A newly formed New Jersey Corporation must file its first Corporation Annual Report with the NJ Department of the Treasury by the end of the anniversary month in which the Articles of Incorporation were approved by the state of New Jersey.
A New Jersey Corporation must file an Annual Report EACH year with the NJ Department of the Treasury.
The New Jersey Corporation Annual Report is due EACH year by the end of the anniversary month in which the NJ Corporation was approved by the New Jersey Department of the Treasury.
For example, if the NJ Corporation was registered on April 3, 2014, the next NJ Corporation Annual Report would be due at the NJ Department of the Treasury by April 30, 2015 and by April 30 EACH following year.
We can fill out and file any Annual Report with the New Jersey Department of Treasury after your New Jersey Professional Corporation gets going.
- Keep proper records of your New Jersey Professional Corporation on file
Keep the following records on file and available at the principal business office of your New Jersey Professional Corporation:
- Names and addresses of all Directors and Officers of the New Jersey Professional Corporation
- Certificate of Incorporation for the New Jersey Professional Corporation and any Amendments to them
- Corporate Bylaws for the New Jersey Professional Corporation and any Amendments to them
- List of current shareholders of the New Jersey Professional Corporation.
If shareholders change, keep a record of old shareholders and how stock was transferred.
- Minutes of all Meetings of Shareholders and Directors
- Copies of any Corporate Resolutions which have been adopted by the New Jersey Professional Corporation
- Copies of all tax returns and Annual Reports for the New Jersey Professional Corporation for the last 3 years
What information do I need in order to Incorporate in New Jersey?
explain
In order to Incorporate in New Jersey you'll need the following information about your new Company:
- The name of your new New Jersey Professional Corporation along with your second choice of a name in case the name that you want is not available
- Physical address of the Corporation office in New Jersey (not a PO Box)
- Name and address of your New Jersey Registered Agent (not a PO Box)
- Names and addresses of the initial Directors of the New Jersey Professional Corporation
Remember -
ALL the information that you provide when you Incorporate in New Jersey becomes part of the public record.
Our data entry forms include the
absolute minimum amount of information that is required in order to Form a new Corporation in New Jersey.
How long does it take to Form a Professional Corporation in New Jersey?
explain
Processing times for new New Jersey Professional Corporation applications vary depending on the work load of the
Department of Treasury's staff.
We've found that normal processing of new New Jersey Certificate of Incorporation takes the state around 1-2 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your New Jersey LLC.
PLEASE NOTE:
WE CANNOT GUARANTEE NEW JERSEY DEPARTMENT OF TREASURY PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the New Jersey Department of Treasury.
In our experience 1-2 business days is the time it
usually takes the New Jersey Department of Treasury to process
a new New Jersey Professional Corporation application.
We get your New Jersey Professional Corporation application to the NJ Department of Treasury ASAP.
Once it is at the state we have no control over the new New Jersey Professional Corporation application process.
How much does it cost to Form a Professional Corporation in New Jersey?
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The state of New Jersey charges $165.00 to Incorporate a Professional Corporation.
This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the NJ Department of Treasury.
If you choose All Business Documents to help you form your Professional Corporation in New Jersey our processing fees are $125.00.
We start processing your new New Jersey Professional Corporation order as soon as we get it.
Our service includes:
- NJ Name Check and Reservation
- Prepare Certificate of Incorporation
- File Certificate of Incorporation with the New Jersey Department of Treasury
- Certified Copies of Certificate of Incorporation
- New Jersey Professional Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
How can I Form a New Jersey Professional Corporation Online?
If you are ready to
Form a New Jersey Professional Corporation simply choose which New Jersey
Professional Corporation options that you want below then click the
Next Step button.
You will be directed to a screen on which you can enter your specific New Jersey Professional Corporation information and finalize your order.
If you have any questions regarding our New Jersey Professional Corporation services you can call us at
855-771-2477
or email us at
CorpServices@AllBizDocs.com.
NEW JERSEY PROFESSIONAL CORPORATION COST ESTIMATOR
Our New Jersey Professional Corporation
Processing Services include:
(These services are included in our processing fees)
Optional New Jersey
Professional Corporation Services
(Choose options, cost is updated automatically)
- Express Mail - $35
explain
If you really need your original approved Certificate of Incorporation in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the New Jersey Department of Treasury's processing time.
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S-Corporation Election - $50
explain
S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any New Jersey Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your Incorporation documents.
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NJ Registered Agent - $135
explain
Every New Jersey Professional Corporation is required to have an address within the state of New Jersey where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of New Jersey to receive all correspondence
on behalf of the Professional Corporation is called a Registered Agent.
You may act as your own Registered Agent, however, many Professional Corporations hire a Registered Agent because they don't have a physical address within
New Jersey or to provide a distinct level of privacy.
We can act as your New Jersey Professional Corporation Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your NJ Registered Agent services.
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Customized Bylaws - $75
explain
Bylaws are the rules by which your New Jersey Professional Corporation must operate.
Every new New Jersey Professional Corporation requires bylaws.
Almost anything may be written into the bylaws, however, the bylaws must not be in violation of any law or
your New Jersey Professional Corporation's Certificate of Incorporation.
We can create customized initial bylaws for your New Jersey Professional Corporation that are based on your specific business requirements.
As your company grows over time, you may amend your bylaws as necessary.
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NJ Good Standing Certificate - $85
explain
A New Jersey Good Standing Certificate is proof of the existence of your new New Jersey Professional Corporation.
The Certificate is issued by the New Jersey Department of Treasury and is proof that your NJ Professional Corporation is not behind on any
of its New Jersey Department of Treasury Corporate obligations.
A New Jersey Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of New Jersey or in any other state.
We can get your New Jersey Good Standing Certificate immediately after the New Jersey Department of Treasury has approved your Professional Corporation application.
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Federal EIN - $65
explain
An FEIN is like a Social Security Number for your New Jersey Professional Corporation.
We can get your FEIN on the same day that your Certificate of Incorporation are approved by the New Jersey Department of Treasury.
You can get your FEIN before your articles are approved by the New Jersey Department of Treasury but it's a good idea to wait until
after approval.
Your filing may be rejected or the Professional Corporation name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
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Prof. Corporation Kit and Seal - $99
explain
While you're not required to have a Professional Corporation Kit and Seal for your new New Jersey Professional Corporation they do come in handy.
The NJ Professional Corporation Kit consists of a beautiful customized binder, stock certificates, a stock ledger
and your custom Professional Corporation Seal.
The Professional Corporation Seal is used to emboss important company documents, such as stock certificates.
The binder also includes dividers so you can use it for all of your New Jersey Professional Corporation record keeping.
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Business License Research - $175
explain
Most new New Jersey Corporations are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.