Generally, if you are required to obtain some kind of license before you can market your skills in the state of North Dakota then you will most likely need to form a North Dakota Professional Corporation.

Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional Corporation with the North Dakota Secretary of State.

A North Dakota Professional Corporation may render Professional Services in the state of North Dakota only through individuals licensed or otherwise authorized in North Dakota to render the specific Professional Service.

Depending on exactly what it is that you want to do in North Dakota, approval from a specific North Dakota state agency or board may be required before the ND Secretary of State will approve a new North Dakota Professional Corporation filing.  This could add to the total processing time for a new North Dakota Professional Corporation.

North Dakota Professional Corporations are commonly formed by a group of licensed Professionals who want to open a joint practice.   The main advantage of Forming a North Dakota 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.

The short answer is no.  The state of North Dakota does not legally require a lawyer to form a North Dakota Professional Corporation.

Our detailed Professional Corporation Information page may help you understand some of the implications of forming a North Dakota Professional Corporation.  However, if there is anything about Forming a Professional Corporation in North Dakota that you're not sure about you should seek the advice of a competent North Dakota lawyer, a North Dakota accountant, or both before you Form a Professional Corporation in North Dakota. 

Once you have made the decision to Form a Professional Corporation in North Dakota, a North Dakota 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 North Dakota Professional Corporation.

You are not legally required to reserve a Company Name for a new North Dakota Professional Corporation before you submit your application to Form a Professional Corporation in North Dakota.

Whether or not you need to reserve a company name for your new North Dakota Professional Corporation depends entirely on your business situation.  The North Dakota Secretary of State 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 North Dakota Company Name.

If the Name you have chosen for your new North Dakota Professional Corporation is already in use by a currently active North Dakota Corporation or LLC, and you still want to use that Professional Corporation Name, then you will have to register a DBA Name with the North Dakota Secretary of State.  "DBA" is an abbreviation for "Doing Business As."

We verify that the Name you have chose for your new North Dakota Professional Corporation is available before we submit your Incorporation filing to the North Dakota Secretary of State.  If necessary we can register a DBA Name in North Dakota for you so that you can open your new North Dakota business as quickly as possible.

A North Dakota Professional Corporation corporate name must comply with all laws and regulations for regular North Dakota Corporation corporate names.

In addition, a North Dakota 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 North Dakota Professional Corporation corporate name must also conform with the name regulations of any applicable North Dakota Professional licensing board.

1. Choose a name for your North Dakota Professional Corporation
   
   Your North Dakota 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 North Dakota Professional Corporation name that you choose must be distinguishable from the name of any other registered North Dakota Professional Corporation or other business entity and the name must also be different from any reserved names on record with the state of North Dakota.  Your North Dakota Professional Corporation name must not imply that it was formed for a purpose other than that stated in your Articles of Incorporation; and your North Dakota Professional Corporation name must not be a name that is likely to mislead the public.
   
   The name of a North Dakota 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 North Dakota Professional Corporation because if you want to change it after you incorporate you will have to file amended Articles of Incorporation with the North Dakota Secretary of State (and pay a fee).
   We will:

   • Check to make sure that your North Dakota Professional Corporation name is available
   • Make sure your North Dakota Professional Corporation name conforms to state of North Dakota regulations
   • Reserve your North Dakota Professional Corporation name with the North Dakota Secretary of State
2. Select an official address and a Registered Agent for your North Dakota Professional Corporation
   
   Every North Dakota Professional Corporation must have an address that is physically located in the state of North Dakota.  This address is "registered" with the North Dakota Secretary of State.  The Registered Address is where official and legal correspondence can be delivered.
   
   The individual or company that is registered with the state of North Dakota to receive all correspondence on behalf of the North Dakota Corporation is called a "Registered Agent".  You may act as your own Registered Agent, however, many North Dakota Professional Corporations hire a Registered Agent because they don't have a physical address within the state of North Dakota or to provide a distinct level of privacy.
   We can act as the official Registered Agent for your North Dakota Professional Corporation.
3. Choose a Board of Directors for your North Dakota Professional Corporation
   
   All North Dakota Professional Corporations are required to have a Board of Directors.  Directors are the people who will set policies for your North Dakota Professional Corporation and manage the business and its resources.  In the majority of small corporations directors are the owners. The Articles 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 North Dakota 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 North Dakota or shareholders of the North Dakota Professional Corporation unless the Articles of Incorporation or Bylaws require it.
   
   Normally Directors for your North Dakota 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.
   
   
4. Decide who will be Officers for your North Dakota Professional Corporation
   
   The Board of Directors elects Officers for your North Dakota Professional Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.  Officers serve at the pleasure of the Board of Directors of the North Dakota Professional Corporation.  Officers handle the day to day operation of the North Dakota Professional Corporation.
   
   Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a North Dakota 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 North Dakota Professional Corporation.
   
   
5. Determine how you want your North Dakota Professional Corporation to be taxed<
   
   The North Dakota Corporate Income Tax Rate is %.  You may form an S Corporation in North Dakota.  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 North Dakota Corporate Income Tax.
   If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your North Dakota Professional Corporation and include it with your Incorporation documents.
6. File Articles of Incorporation with the North Dakota Secretary of State
   
   In order to form a Corporation in North Dakota you must file Articles of Incorporation with the North Dakota Secretary of State.  The Articles of Incorporation must include certain specific information about your North Dakota business. If the Articles do not conform exactly to state of North Dakota requirements they will be rejected.  You may subsequently amend the Articles of Incorporation for your North Dakota Professional Corporation but you will have to pay a fee to the state of North Dakota in order to make the changes official.
   
   
7. Get a Federal Employer Identification Number (FEIN) for your North Dakota 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 North Dakota Professional Corporation.  All North Dakota Professional Corporations are required to have an FEIN.
   We can obtain an FEIN for your North Dakota Professional Corporation.
8. Issue Stock Certificates to the Initial Shareholders
   
   Corporate stock is evidence of ownership of a North Dakota Professional Corporation.  When you form your North Dakota 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 North Dakota Professional Corporations hold 100% of the shares.
   
   Stockholders in a North Dakota Professional Corporation are entitled to voting rights or dividends of the Corporate profits or both.  Whoever owns over 50% of the stock of the North Dakota Professional Corporation is able to make all Corporate business decisions.  North Dakota Professional Corporations usually hold at least 51% of the corporate stock in order to retain control of the North Dakota Professional Corporation.

1. 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 North Dakota 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 North Dakota 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 North Dakota 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 North Dakota law or the North Dakota Professional Corporation's Articles of Incorporation.  A copy of the Corporate Bylaws should be maintained at the Corporation's principal North Dakota office.
   
   
2. Open a Business Bank Account in North Dakota your North Dakota Professional Corporation
   
   It's very important that you have a separate business bank account for your North Dakota 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.
   
   
3. 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 North Dakota Professional Incorporation package.
   Note that forming a North Dakota Professional Corporation doesn't take the place of obtaining a business license, tax registration certificate, or other required business permits.  A North Dakota 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 North Dakota 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 North Dakota Professional Corporation vary depending on your business activities and the specific locations within the state of North Dakota in which you want to conduct business.
   
   If your North Dakota Professional Corporation will be selling products in North Dakota you may be required to obtain a Reseller's Permit from the appropriate North Dakota state agency.  If your North Dakota Professional Corporation will be selling products in North Dakota you will also be responsible for all applicable local and state of North Dakota sales taxes if there are any.
   
   
4. Hold Meetings of Shareholders and Directors of each year
   
   Every North Dakota 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 North Dakota 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 North Dakota Professional Corporation a lot of potential trouble.
   We can transcribe the minutes of any meeting of your North Dakota Professional Corporation into a form that complies with all state of North Dakota requirements.
5. File the required North Dakota Professional Corporation reports
   
   The North Dakota Secretary of State does not have any Initial ND Corporation Annual Report filing requirements. The first North Dakota Corporation Annual Report is due at the North Dakota Secretary of State in the year after the North Dakota Secretary of State initially approves the North Dakota Corporation.
   
   Every North Dakota Corporation is required to file an Annual Report EACH year with the ND Secretary of State.
   
   The ND Corporation Annual Report is due at the North Dakota Secretary of State by August 1 EACH year.
   
   If a North Dakota Corporation does not file its Corporation Annual Report with the North Dakota Secretary of State by August 1, the ND Secretary of State will impose a late filing fee on the North Dakota Corporation.
   
   If a North Dakota Corporation fails to file its Corporation Annual Report with the North Dakota Secretary of State within 1 year of the due date then the ND Secretary of State will revoke the Charter of the North Dakota Corporation.
   
   
   We can fill out and file any Annual Report with the North Dakota Secretary of State after your North Dakota Professional Corporation gets going.
   
   
   
6. Keep proper records of your North Dakota Professional Corporation on file
   
   Keep the following records on file and available at the principal business office of your North Dakota Professional Corporation:
   • Names and addresses of all Directors and Officers of the North Dakota Professional Corporation
   • Articles of Incorporation for the North Dakota Professional Corporation and any Amendments to them
   • Corporate Bylaws for the North Dakota Professional Corporation and any Amendments to them
   • List of current shareholders of the North Dakota 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 North Dakota Professional Corporation
   • Copies of all tax returns and Annual Reports for the North Dakota Professional Corporation for the last 3 years

In order to Incorporate in North Dakota you'll need the following information about your new Company:

• The name of your new North Dakota 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 North Dakota (not a PO Box)
  
• Name and address of your North Dakota Registered Agent (not a PO Box)
  
• Names and addresses of the initial Directors of the North Dakota Professional Corporation

Remember - ALL the information that you provide when you Incorporate in North Dakota 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 North Dakota.

Processing times for new North Dakota Professional Corporation applications vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of new North Dakota Articles of Incorporation takes the state around one month.  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 North Dakota LLC.

We are dependent on, and have no control over, the staff and systems of the North Dakota Secretary of State.

In our experience one month is the time it usually takes the North Dakota Secretary of State to process a new North Dakota Professional Corporation application. We get your North Dakota Professional Corporation application to the ND Secretary of State ASAP. Once it is at the state we have no control over the new North Dakota Professional Corporation application process.

The state of North Dakota charges $122.00 to Incorporate a Professional Corporation.  This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the ND Secretary of State.  If you choose All Business Documents to help you form your Professional Corporation in North Dakota our processing fees are $125.00.  We start processing your new North Dakota Professional Corporation order as soon as we get it.

Our service includes:

• ND Name Check and Reservation
• Prepare Articles of Incorporation
• File Articles of Incorporation with the North Dakota Secretary of State
• Certified Copies of Articles of Incorporation
• North Dakota Professional Corporation Checklist
• Priority Mail Delivery
• Unlimited Customer Support

If you are ready to Form a North Dakota Professional Corporation simply choose which North Dakota 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 North Dakota Professional Corporation information and finalize your order.

If you have any questions regarding our North Dakota Professional Corporation services you can call us at 855-771-2477 or email us at CorpServices@AllBizDocs.com.