How to Form a Washington Corporation

Four Washington entrepreneurs deciding how to form a Washington corporation.

Use A Professional Service

A professional service will form your Washington corporation so that you can focus on the other needs of your new business.

4.7 out of 5 starsZenBusiness ($39 + state fee) for basic & quick incorporation.

3.6 out of 5 starsLegalZoom ($149 + state fee) for the most popular incorporation service available.

Forming a Washington Corporation is Easy

Forming a corporation in Washington is a simple process that is achieved by filing the Articles of Incorporation with the Secretary of State. In the guide below, we will show you step-by-step how to start a corporation in Washington.

Step 1: Create a Name For Your Washington Corporation

When naming your Washington Corporation, you will need to:

  • Follow Washington Name Requirements
  • Complete a Name Search With the Washington Secretary of State
  • Consider Securing a Domain Name (URL)

To learn more, read our How to Name a Business in Washington guide.

Need help naming your business? You can use our business name generator to find the best name for your corporation.


Name Requirements

First, you will need to choose a name that complies with Washington Secretary of State naming guidelines:

  • Your name must contain the word “corporation,” “company,” “incorporated,” or “limited;” an abbreviation of one of these terms, or words or abbreviations in another language with the same meaning.
  • Your name cannot include any of the following words or phrases: bank, banking, banker, trust, cooperative, any combination of the words "industrial" and "loan," any combination of any two or more of the words "building," "savings," "loan," "home," "association," and "society," or any other words or phrases prohibited by any Washington state statute.
  • Your name must be distinguishable from any existing business in the state. This includes Washington reserved names.

You can read Washington state statute 23.95.300 and Washington state statute 23.95.305 for more corporation naming guidelines.


Name Search With the Washington Secretary of State

You will need to check name availability by searching the business name database on the Washington Corporations and Charities System's website. The search feature is below the account information.

This tool is also useful if you decide to register a trade name or DBA (Doing Business As) for your company. For detailed information about setting up a DBA for your Washington corporation, check out our How to File a DBA in Washington guide.


Name Reservation

If you have a name in mind, but you aren’t ready to officially form your corporation, you can reserve your name. Your business name can be reserved for 180 days by filing a Name Reservation form by mail with the Washington Secretary of State.

There is a $30 fee to file your Washington Name Reservation.


Secure Domain Name

We recommend checking to see if your business name is available as a web domain (URL). Even if you don't plan to make a business website today, you may want to buy the web address in order to prevent others from acquiring it. It’s free to search.

Find a Domain Now

Service provided by GoDaddy.com

After registering a domain name, consider setting up a professional email account (@yourcompany.com). Google's G Suite offers a business email service that comes with other useful tools, including word processing, spreadsheets, and more. Try it for free

Step 2: Choose a Washington Registered Agent

When you file your Washington Articles of Incorporation, you will be asked to give the name of your Washington registered agent.

A registered agent is a person or entity that accepts tax and legal documents on behalf of an LLC or corporation. Your registered agent can be an individual resident of the state or a company that’s legally authorized to represent businesses in Washington.

To learn more about registered agents, read our What is a Registered Agent guide.

Step 3: Choose Your Washington Corporation’s Initial Directors

You must appoint at least one director who, among other things, will oversee your Washington corporation until the first shareholder meeting.

The directors of a corporation are in charge of the adoption, amendment, and repeal of the operational bylaws as well as the supervision, election, and removal of officers.

Later you will need to prepare an “Incorporator Statement” with complete names and addresses of each director and keep it in your corporate records book.

Step 4: File the Articles of Incorporation

Now that you have chosen a registered agent and at least one director, it’s time to make your corporation official by filing the Articles of Incorporation with the Washington Secretary of State.

The Articles of Incorporation will disclose some basics of your business for the public record, including:

  • Corporate name and address
  • UBI number (if already issued)
  • Corporate registered agent name, signature, and street address
  • Number of authorized shares corporation is allowed to issue
  • Effective date and duration
  • Incorporator name and address

Filing Fee: $180


Filing Options

Submit the completed Articles of Incorporation, along with the filing fee, using one of two options:


Mail:
Corporations & Charities Division
P.O. Box 40234
Olympia, WA 98504-0234

Online: Washington SOS website

Washington Corporation Operating Procedures and Housekeeping

Set Up a Corporate Records Book

Think of this as the hard-copy record book where all critical corporate documents are kept, like your Articles of Incorporation, bylaws, meeting minutes, stock certificate ledger, stock transfer documents, etc.

You should keep the corporate records book at your principal location. Corporate records book kits can be purchased online, or you can use a large generic binder to store your records.

Prepare Bylaws for Your Washington Corporation

Bylaws are the rules that determine how your organization will be governed and run.

You can think about the bylaws as a constitution for your corporation. It makes the rules and priorities clear for everyone involved.

In your bylaws, be sure to include:

  • How the corporation will be governed – the role of directors and officers
  • How meetings are held, voting procedures, electing officers or directors
  • How records will be kept and managed
  • How disputes will be handled
  • How bylaws will be added/amended in the future

NOTE: A corporation’s bylaws will supplement any rules set forth by the federal government or the state.


Ready to get started? Check out these bylaws templates which you can customize to suit the needs of your incorporated business.

Conduct Your First Board of Directors Meeting

An organizational meeting is the first official meeting of your corporation.

These are some of the things that are discussed in a typical organizational meeting:

  • Taking attendance to show you have a quorum (minimum number needed)
  • Appointing temporary officers, chairmen, secretary, etc.
  • Adoption of the bylaws
  • Adoption of conflict of interest policy

Don’t forget to record “minutes” of the meeting and have it signed by all attending directors. Here are some corporate minutes templates to help you get the ball rolling.

Protect Your Assets and Stay Compliant

In order to protect your assets and stay compliant after you start your Washington corporation, you will need to:

Table showing the three steps to compliance

Get an EIN

The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company.

Why do I need an EIN? An EIN is required for the following:

  • To open a business bank account for the company
  • For Federal and State tax purposes
  • To hire employees for the company

Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.

To learn more about EINs, read our What is an EIN guide.

Open a Bank Account for Your Washington Corporation

There are two critical reasons to open a unique corporate bank account.

The first is that separating your personal assets from your business assets adds another layer of protection in the event that your business is sued.

The second is that syncing a single account with business accounting software will make managing your finances much easier.

To begin your research, check out the breakdown of our favorite business checking accounts.

Recommended: Find the right bank for you, read our review of the The 5 Best Banks for Startups and Entrepreneurs

Accounting For Your Corporation

It's important to get your books in order, even if you haven't officially opened for business. A well-managed accounting system will help you:

  • Track your business finances, including bills, expenses, and income.
  • Simplify and file your annual taxes.

You can maintain your accounting in two ways:

  • Use a DIY accounting software. This can come with an increased risk of errors especially when starting a new business.
  • Hire an accounting service. They can provide comprehensive advice to help optimize your bookkeeping and taxes as well as additional services such as payroll etc.

Recommended: For most small businesses, we recommend using a reputable accounting service. Schedule a free tax consultation for your business now to avoid costly errors in the future.

Research Business License Requirements

To operate your corporation, you must comply with federal, state, and local government regulations. The details of business licenses and permits vary from state to state, so make sure to research carefully and plan accordingly.

Find out how to obtain necessary licenses and permits for your business or have a professional business licensing service do it for you:

What is an S Corporation?

An S Corporation (S corp) is an incorporated business that is taxed as a pass-through entity. This means that S corps do not pay federal taxes on their business income. Instead, the business profits "pass-through" to the owners of the S corp, who are also known as shareholders. Then, the shareholders pay income tax and report their share of the profits in the form of salaries on their individual tax returns, which are then taxed.


In order to elect an S corporation status for tax purposes, corporations will need to file form 2553 Election by a Small Business Corporation. The form must be signed by all shareholders and must be filed within two months and 15 days after the start of the initial tax year.

To learn more, read our What is an S corporation guide.

Need Help Creating Your Washington Corporation?

Have a Professional Service Form Your Washington Corporation For You

If you'd like to have a reliable service help you incorporate in Washington, here are our top recommendations:

Quick Links