New Hampshire Corporation FAQ — Answers to Common Questions

What document creates a New Hampshire corporation?

The Articles of Incorporation, filed with the New Hampshire Secretary of State, Corporation Division. Once the state accepts them, the corporation legally exists. You file through the QuickStart portal, and the Articles cover the corporate name, authorized shares, registered agent, principal office, and incorporator.

How long does incorporation take?

Filings submitted through QuickStart are generally processed within roughly seven to ten business days, depending on the Corporation Division's workload. If you have a hard deadline — a lease, a bank appointment, a closing — give yourself buffer rather than assuming the fastest turnaround.

Do I need to live in New Hampshire to incorporate here?

No. There is no residency requirement for shareholders, directors, officers, or the incorporator. The only New Hampshire-presence requirement is the registered agent, who must have a physical street address in the state. People form New Hampshire corporations from all over the country.

Can one person be the entire corporation?

Yes. New Hampshire permits a single individual to be the sole shareholder, sole director, and every officer of the corporation. The legal roles still exist and should still be documented — but one person can hold all of them.

Does my corporation need a registered agent?

Yes, continuously. New Hampshire requires every corporation to maintain a registered agent with a physical in-state street address at all times. The agent receives service of process and official state mail during business hours. A P.O. box does not qualify.

Can I be my own registered agent?

Yes, if you are a New Hampshire resident with a qualifying street address and you are available during business hours. The tradeoffs are that your address becomes public and you must be present to accept documents. Many owners use a commercial agent to keep their home address private and avoid missing a served lawsuit.

Can I change agents later?

Yes, at any time, by filing a change of registered agent with the Secretary of State. The new agent must consent and meet the physical-address requirement. It is a common, routine filing.

What are authorized shares?

Authorized shares are the maximum number of shares your corporation may issue, set in the Articles of Incorporation. It is a ceiling, not a mandate — many corporations authorize a round number and issue only a portion to the founders, leaving room for future investors or employee equity.

What is the difference between shareholders, directors, and officers?

Shareholders own the corporation through stock. Directors govern it at a high level as the board. Officers — such as president, secretary, and treasurer — run daily operations. In a small corporation, one person often fills all three roles, but the distinctions still shape how decisions are recorded.

Does New Hampshire require a board of directors?

A corporation has a board of directors as part of its structure, though a small corporation can have a single director. The board is elected by the shareholders and appoints the officers. Keeping board and shareholder actions documented in writing is part of preserving your liability protection.

What taxes does a New Hampshire corporation pay?

New Hampshire has no general sales tax and no broad personal income tax on wages, but it does levy the Business Profits Tax (its version of a corporate income tax) and the Business Enterprise Tax (on compensation, interest, and dividends paid). BET paid can generally offset BPT owed. Confirm current thresholds and rates with the Department of Revenue Administration.

Can my corporation be taxed as an S-corp?

At the federal level, yes, if it meets IRS eligibility requirements and files the S-corporation election. That changes how profits are taxed federally — passing through to shareholders rather than being taxed at the corporate level. New Hampshire's BPT and BET still apply to the entity regardless of the federal election. Talk to a CPA about whether the election helps your specific numbers.

What is the annual report?

Every New Hampshire corporation files an annual report with the Secretary of State to stay in good standing. It updates registered agent, officer, and address information and is due by April 1 each year. Missing it triggers a late fee, and prolonged failure can lead to administrative dissolution.

What happens if I miss the annual report?

A missed annual report brings a late fee, and continued failure to file can result in the Secretary of State administratively dissolving the corporation. A dissolved corporation loses its good standing and its liability shield can be jeopardized. Reinstatement is usually possible but requires curing the delinquencies — cheaper and simpler to just file on time.

How do I dissolve a New Hampshire corporation?

You wind down the business, settle debts and obligations, and file Articles of Dissolution with the Secretary of State, along with resolving state tax matters. Our dissolution guide walks through the full sequence, including the board and shareholder approvals a corporation needs.

What if my corporation was formed in another state?

If it is doing business in New Hampshire, it likely needs to register as a foreign corporation by obtaining a Certificate of Authority and appointing a New Hampshire registered agent. See our foreign qualification page for the specifics.

Can I reserve a corporate name before filing?

Yes. New Hampshire lets you reserve an available name for a limited period through QuickStart. Reservation holds the name while you get organized; it does not by itself create the corporation.