Corporation Division FAQs

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    Frequently Asked Questions

    (Click anywhere on the question text to view the answer.)
     

  • Do I have to register my business?
    A person conducting business under any name other than his/her own legal name must register.  For example, John D. Smith doing business as "John D. Smith" does not have to register; however, if he conducts business as "John Smith Enterprises" he does have to register as "Enterprises" is not part of his legal name.
    What are the consequences of not registering my business?
    You do not have the authority to conduct any business (including advertising) under any name, other than your own personal legal name, until that name is registered with this office.

    Not registering your business name can have consequences when dealing with people, government agencies, institutions, and other entities with which you do business.
    Do you offer information on resources to get my business started?
    Registration forms required for this office are available for downloading here under Forms and Laws, seen also under the navigation bar at left.  For assistance, we recommend contacting the N.H. Small Business Development Center, the N.H. Division of Economic Development and the U.S. Small Business Administration (New Hampshire District office: 603-225-1400).
    What is the difference between a Corporation and a Limited Liability Company?  How does an "S" Corporation differ from a Corporation?
    The structure your business assumes is important in determining your limitations and liabilities.  If you are unsure of what entity would be most beneficial for your business, your accountant or attorney can help you decide what type of business structure best fits your needs.
    Can I register on-line?
    On-line registration is available via NH QuickStart https://quickstart.sos.nh.gov/online/account.
    Is your NH QuickStart online function compatible with Apple products?
    If you are using an Apple product and encounter issues using NH QuickStart, contact Apple Customer Service and give them this website’s URL address for assistance:  https://quickstart.sos.nh.gov/online/account.
    May we conduct on-line searches for name availability?
    You may search for an existing business registration by accessing Business Name Lookup.

    Name availability, however, is determined by Corporation Division staff upon the receipt of a business registration and is not a service available online.
    When I register my company name, will I receive an ID number too?
    We will provide a unique number assigned to each business entity that registers with the State of New Hampshire.

    NOTE: To apply for a Federal or Employer ID Number (FEIN), you must contact the Internal Revenue Service.
    May I get copies of annual reports / articles / certificates of good standing?

    Copies may be ordered in writing or by visiting the NH Secretary of State, Corporation Division, or downloaded from this website by going to Business Name Lookup.  To access the business, click on filed documents and print out copies for your use at no charge.  For documents otherwise ordered from this office, the process is as follows: 

    • Plain copies are without charge for the first 20 pages.  Requests that exceed 20 pages cost $.50 per page beginning from page one.
       
    • Certified copies are $1.00 per page and $5.00 for the Certified Jacket.  The Secretary of State’s office will invoice for this service.
       
    • Certificates of Good Standing are $5.00 each and must be pre-paid.
       
    • Expedited service is available in the office for an additional $25.00.
    What is the status of my registration?
    If you are unable to find the status of your registration online through NH QuickStart, you may call our information line at 603-271-3246 between 8:00 a.m. to 4:30 p.m. or email us at: corporate@sos.nh.gov.

    You must provide the name you are registering and the date you filed the request, including how the submission was made (online, U.S. mail or hand-delivered to our office).
    Who are the owners, agents and officers of a particular business?
    This information is available online under Business Name Lookup and by viewing the business’s most recently filed annual report by clicking on “Filed Documents.”
    What forms of payment do you accept?
    We accept check, money order, pre-established ACH account or cash payment.

    Cash will only be accepted if payment is in the exact amount owed.  Checks should be made payable to the "NH Department of State".

    Credit card payment is accepted for on-line filing of annual reports or business registrations through NH QuickStart (MasterCard, VISA and Discover).

    Please note:  At this time, we cannot accept credit cards with an address outside of the United States.
    How do I establish an ACH (Automated Clearing House) account?
    To establish an ACH (Automated Clearing House) account to directly debit a checking account, complete this form and mail the original to the address on the bottom of the form.  Any questions regarding ACH accounts should be directed to the accounting office at 603-271-3242.
    What are your hours of operation?
    The Corporation Division office is open for business for walk-in customers from 8:30 a.m. to 4:00 p.m.  Our telephone lines are open from 8:00 a.m. to 4:30 p.m.
    How do I get a resale certificate?
    Please refer to the NH Department of Revenue Administration at (603) 230-5000.  Website:
    http://www.revenue.nh.gov/assistance/resale-exempt-certs.htm 
    Must a name reservation be filed at the same time as a corporation or limited liability company?
    No.  An application for reservation of name (Form 1) is not to be filed at the same time as the Certificate of Formation or Articles of Incorporation.

    A reservation of name is filed prior to the filing of the Certificate of Formation or Articles of Incorporation, to:

    A.) Insure the name is available prior to completing the Certificate of Formation, Articles of Incorporation or other documentation.

    In the event the name is not available, the need to rewrite the forms and other documentation is avoided.

    B.) Hold the name (if available) for a period of 120 days to allow that amount of time for the preparation of the documents, without the danger of losing the name.

    Note: Name reservations cannot be filed for a Trade Name or Nonprofit Corporation.

    Once the Certificate of Formation or Articles of Incorporation have been filed, the business name is registered and protected as long as the LLC or Corporation remains active on our records.
    Can I file a name reservation for a Nonprofit or a Trade Name?
    No.  Names cannot be reserved for Nonprofits or Trade Names prior to filing the documents.

    A reservation of name is used for a Limited Liability Company, For-Profit Corporation, Limited Liability Partnership, Limited Partnership or New Hampshire Investment Trust name.
    Must I file bylaws or operating agreements with the Secretary of State’s office?
    No.  Bylaws and operating agreements are not filed in this office, mission statements, however, are required.

    Note:  The Secretary of State’s office only files Articles of Agreement (for a Nonprofit Corporation), Articles of Incorporation (for a For-Profit Corporation) and Certificates of Formation (for a Limited Liability Company).
    To what address will the acknowledgements for filings of Corporation and Limited Liability Company forms be sent?
    Acknowledgements will be mailed to the address of the person or business filing the documents.  Office policy currently is to send returns to the payor listed on the check.  If the address of the check is not up-to-date, or another address is preferred, a letter so stating must be submitted with the filing.
    How does my Nonprofit obtain tax exempt status?
    Tax exempt status [such as 501 C(3)], is obtained through the US Internal Revenue Service (IRS).  The NH Department of Justice, Charitable Trust Division may also require notification.
    How do I convert my business entity to a Limited Liability Company?
    You must file a Certificate of Conversion, together with a Certificate of Formation.  Both forms with their fees must be submitted together.
    Can I convert my existing Corporation to a Limited Liability Company which is already filed with the NH Secretary of State?
    No.  This must be accomplished by initiating a merger.  When a Limited Liability Company has already been formed, it cannot be re-created as a result of a conversion.
    Can a NH Limited Liability Company convert to a NH Corporation?
    Yes.  Current law allows for a NH Limited Liability Company to convert to a NH Corporation under the Business Corporation Act (RSA 293-A).
    Do I need any other license or certification to conduct my business?
    There is no further certification required with this office, however, there may be a requirement for a license or certificate from another agency.

    Follow this link to the New Hampshire Employment Security website to review whether you need additional licensing or certification to do business in New Hampshire.
    What are my future obligations with the Department of State's office after I register my business?
    Corporation, Professional Corporation, *Benefit Corporation, *Professional Benefit Corporation, Limited Liability Company, Professional Limited Liability Company, Consumer Cooperative, Business Trust  An annual report and filing fee for these business types is due by April 1st of each year following the year of registration.

    *An annual benefit report and filing fee is also due 120 days from the Benefit Corporation’s fiscal year end date.
     
    Investment Trust, Limited Liability Partnership, Agricultural Cooperative  An annual filing fee for these business types is due by April 1st of each year following the year of registration. 
    Trade Name  Must be renewed every five (5) years to remain active. 
    Nonprofit  A report and filing fee for these business types is due by December 31st every five (5) years pursuant to RSA 292. 
    I didn’t receive the Annual Report Notice, what do I do?
    Go to Business Name Lookup and enter the name of your business.  The Business ID Number (BIN) will appear in the information provided.  Copy the Business ID Number (BIN) and go to File Annual Reports Online and either file your report online or print the annual report form to be signed and mailed in.
    What is my Charter Number or Business ID Number (BIN)?
    These two numbers are the same and identify businesses registered to operate in New Hampshire.  They are assigned by our office, the Corporation Division, NH Department of State.
    Is my Federal ID Number or Employer ID Number the same as my Business ID Number?
    No.  A Business ID Number, in this context, is assigned by the Corporation Division of the NH Department of State (this office) when the business is filed with us.

    The Federal ID Number or Employer ID Number is a separate number which is assigned by the US Internal Revenue Service.
    I am trying to file my annual report on-line but it won’t accept my Federal ID Number or my Employer ID Number.
    You cannot use these numbers to file your annual report.  You need to use the Business ID Number which was assigned by this office (Corporation Division, NH Department of State) when the business was filed.

    The Business ID Number is printed on the Annual Report notice that was sent to you.  If you do not know the Business ID Number, go to Business Name Lookup and enter the name of the business.  The Business ID Number (BIN) will appear in the information that is populated.
    How do I get a copy of the annual report form that I filed on-line?
    Go to Business Name Lookup, enter the name of your business.  You will see a link that will allow you to view the annual report.

    You should also check your correspondence folder (inbox) on your NH QuickStart account.

    If the annual report is not available online, contact our office at 603-271-3246 between 8:00 a.m. to 4:30 p.m., or email us at: corporate@sos.nh.gov and we will send a copy to you
    What type of credit cards do you accept?
    We currently accept MasterCard, Visa and Discover credit cards.
    Do you accept credit cards for annual report filings not filed on-line?
    No, not at this time.  If you file at our office in person Monday through Friday 8:30 a.m. to 4:00 p.m., you may use cash (exact amount), check or money order.

    If you mail the form to us, you must pay by check or money order, payable to “NH Department of State”.
    How do I make the check or money order payable?
    Please make your check or money order payable to “NH Department of State.”
    How do I get a copy of the invoice showing I paid on-line?
    A copy of your invoice will appear in the NH QuickStart receipts mailbox as confirmation of the filing.  Otherwise, contact our office via email at annualreports@sos.nh.gov for assistance.
    The business information has not changed from last year.  Do I still need to complete an annual report?
    Yes.  By law, a completed annual report must be filed each year.  You may not state “no change” or reference the previous year.  The information must be completed with full information as of January 1st of each year.
    The information has not changed.  Can I just say “same as last year”?
    No.  The information must be completed with full information as of January 1st of each year.
    I can’t file my annual report on-line because it says I owe an annual report for the previous year, even though I know I filed last year.  What do I do?
    Please contact our office.  You must provide proof of filing, such as a photocopy of the front and back of the canceled check, a credit card receipt or a print-out of online confirmation, so we can research our records.
    I owe an annual report for last year.  If I file last year’s annual report and fees now, can I file this year’s annual report and fees later?
    Yes.  You can file this year’s annual report and fees at a later date but be advised it must be filed by April 1st of the year it is due or a late fee will be assessed.
    I owe an annual report for last year.  Can I file last year's and this year's reports at the same time?
    Yes.  You can file both years’ reports online in succession.  File last year’s, then go back in and repeat the process for the current year.
    I owe an annual report for last year.  Can I file this year’s annual report then file last year’s report later?
    No.  You must file last year’s report and fees first before you can file the current year’s annual report.  You cannot skip a year.
    What will happen to my business registration if I fail to file my annual report and fees?
    Domestic (In-State) registrations that require an annual report or annual fee will be placed into a status of “Not in Good Standing” if an annual report is not filed and paid by April 1st of each year.  After failing to file for two consecutive years, the business will be “Administratively Dissolved” by our office.

    Foreign (Out of State) registrations that require an annual report or annual fee will be placed into a status of “Not in Good Standing” if an annual report is not filed and paid by April 1st of each year.  After failing to file the current year’s annual report or annual fee, the business will be “Administratively Suspended” by our office.

    Domestic and Foreign Nonprofits require a Nonprofit Report and fee due by December 31st every five years.  Nonprofit registrations that do not file the Nonprofit return and fee will be “Administratively Dissolved” or “Administratively Suspended” by our office.

    Business registrations that have been “Administratively Dissolved” or “Administratively Suspended” will not have the authority to transact business in the State of New Hampshire.  Contact our office if your business registration is Administratively Dissolved or Suspended for information about possible actions you may pursue.
    Can I file the annual report and pay later?
    No.  The annual report must be accompanied by the full fee due.
    Can the late fee be waived?
    No.  The annual report is due April 1st of each year and a late fee of $50.00 will be assessed for reports and fees received after April 1st.
    How do I change officers/directors, managers/members or mailing/principal office address after my annual report has already been filed?
    You must submit all changes in writing on company letterhead or by email to annualreports@sos.nh.gov.
    How do I change the purposes of my business?
    If you need to change the business purpose of record (nature of business), an amendment for most business types must be filed with this office.  These forms can be obtained through Forms & Laws on our website.

    Contact our office to inquire whether your business type requires an amendment to change the business purpose.
    How do I change the business name on the annual report?
    The business name cannot be changed on the annual report form.  To change the business name, you must file an amendment form which can be obtained through Forms & Laws on our website.
    How do I change the registered agent’s name or the registered office address?
    You must file a separate Registered Agent and/or Registered Office information change form to make changes.  This form can be obtained through Forms & Laws on our website.
    The information for the registered agent or registered office has changed.  Should I wait to file this change when I submit my annual report?
    No.  The information on the annual report is as of January 1st of that year.  Any changes to the registered agent (name and/or address) must be filed as they occur using this form with the appropriate fee.

    If, however, a change of Registered Agent and/or Address occurs at the time you submit your annual report between January 1st and April 1st of the year it is due, and if the change of information is submitted in conjunction with, and not separate from, the annual report, the fee for the Registered Agent and/or Address alone is waived.

    Note:  If the change is submitted apart from the annual report filing, or if the change is included with an annual report filing after the April 1 deadline, the Registered Agent fee of $15 is not waived and late fees may apply.
    If my business application is rejected, do I get a refund?
    Yes.  If your business application is rejected we will automatically reverse the credit card charge or send a refund check to the applicant, including the registered owner of the ACH Account, if used to pay for the application.
    If my filing is rejected can I file again online?
    Yes.  You may use NH QuickStart to submit a new application once you correct the deficiencies that resulted in the rejection of your initial request.  You will be required to submit payment again because the original request was credited or refunded.