A corporation is a business structure that provides personal liability protection by separating the owner’s personal assets from the business’s assets. Thus, a corporation is liable for the business’s actions and finances, while the owners (known as shareholders) are not.

Corporation Pros

• Corporations provide liability protection for the shareholders
• A corporation can raise non-debt financing by selling shares of the business
• Taxation may be lower than a sole proprietorship or partnership

Corporation Cons

• Corporations are more complex and expensive to set up than sole proprietorships, partnerships, and Limited Liability Companies (LLCs)
• At a minimum, corporations are required to hold an annual board of directors meeting and shareholders meeting, take minutes at the meetings, issue shares, etc., to maintain the entity’s liability protection.

Generally, Corporations are chosen over Limited Liability Companies when a significant amount of funding is being raised from investors. However, due to the cost and complexity of a Corporation, most small businesses are better off forming an LLC.

Related: How To Form An LLC In Maine

The following steps are to create a domestic Corporation, which is the most common type for businesses. The other types of Corporations in Maine include a foreign Corporation (an out-of-state Corporation wanting approval to physically operate in the state), a professional Corporation (designated for Corporations offering professional services), or a non-profit Corporation.

Related: Maine Business Checklist

Steps to Forming a Corporation in Maine

Step 1: Choose a Name

The first step in forming a Corporation in Maine is selecting a name.

The name of the Corporation has to be different from other entity names in the state of Maine.  Check Corporation name availability in Maine.

The name of the Corporation must include one of the following designators at the end of the business name:

• Corporation
• Incorporated
• Limited
• Or an abbreviation for one of those words: Corp., Inc., or Ltd.

A comma may be used after the business name and before the designator.  For example, “Common Grounds Coffee Inc.” and “Common Grounds Coffee, Inc.” are both acceptable.

If there is a name you want but are not ready to register the Corporation, you can file the Application for Reservation of Name (Form MBCA-1) with the Maine Secretary of State. The name reservation will hold a name for up to 120 days.

While a Corporation has to select a unique name that another Maine Corporation isn’t using, that doesn’t guarantee the name isn’t currently in use by someone else.  Before registering a Corporation name, be sure to do a trademark search to verify it is available for you to use.

Step 2: Choose a Registered Agent

To have a Corporation in Maine, a Maine Registered Agent must be identified to act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc. (referred to as service of process) on behalf of the Corporation.  This can either be a resident of Maine or a commercial registered agent service.

You can act as the Corporation’s Registered Agent in Maine, and you are not required to pay for a registered agent. The requirements to be a Registered Agent are generally available during normal business hours and have a physical street address in the state.  A PO Box is not allowed.

Related: Do I Need To Hire A Registered Agent In Maine?

Step 3: File the Maine Articles of Incorporation

Next, you can start filing the Articles of Incorporation with the Secretary of State. The Articles of Incorporation can be filed on the Secretary of State’s website or with Form MBCA-6.

The information requested includes:

• The name of the Corporation must contain the words “Corporation,” “Incorporated,” “Limited,” or an abbreviation.
• Selecting whether the Corporation is a Professional Corporation, which would be used for businesses that provide licensed professional services in the state, such as attorneys, architects, etc.
• Selecting whether the Corporation is a Benefit Corporation, a for-profit company with a secondary focus of providing a social impact.
• Registered Agent information, including whether the agent is a Commercial Clerk (Registered Agent service) or Noncommercial Clerk (individual resident of Maine).
• The Corporation’s street address and mailing address, if different, of the corporation’s initial registered office.
• Information regarding the shares of the Corporation.   This section includes the class of stock (common stock is most common) and the number of shares authorized.
• Selecting whether the Corporation will have a board of directors or will only be managed by the shareholders.

The Maine Articles of Incorporation can be filed online or submitted by mail.  The mailing address is:

Maine Division of Corporations, UCC, and Commissions
101 State House Station
Augusta, ME 04333-0101

Step 4: Create Corporate Bylaws

Bylaws are the general guiding principles and procedures for the business’s operations. For example, the bylaws may include the name of the corporation’s officers, the responsibilities of the board members, terms of office, procedures for removing or adding a new director or shareholder, policies for authorizing new shares, when shareholder and director meetings will be held, and more.

Step 5: Hold the Initial Board of Directors Meeting

During the first board meeting, the board of directors will, at minimum, elect the corporation’s officers (the President, Vice President, Treasurer, and Secretary). They will also typically review and approve corporate bylaws, choose a bank, issue shares of stock, and decide whether the Corporation will be taxed as a C corporation or S corporation.

Minutes should be are taken at all meetings to protect shareholders from lawsuits and court actions. The minutes provide a written record of all decisions and actions taken during the meeting. Minutes aren’t filed with the state but should be stored along with other corporate documents.

Step 6: Issue Shares of Stock

The corporation can exchange shares of stock in exchange for money or services. The number of shares of stock issued cannot be more than the number of authorized shares listed in the Articles of Incorporation.

Step 7: Obtain an EIN

The EIN or Employer Identification Number (also called a Federal Employer Identification Number, FEIN, or Tax ID Number) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Like an individual’s social security number, the EIN identifies the Corporation for tax purposes. The EIN will be needed to hire employees, open a bank account, register for business licenses and permits, file tax returns, and more.

There is no cost for the EIN when registering through the IRS. The number is available immediately when applying through the IRS website; however, you can also register by phone, fax, or mailing IRS Form SS-4.

Step 8: Elect the Corporation’s Form of Federal Income Taxation

By default, the Internal Revenue Service (IRS) taxes new corporations like C-corporations. C-corporations pay corporate taxes on their profits, and the owners pay personal income taxes on their dividends.

A Corporation can elect to be taxed as an S-Corporation. S-Corporations are taxed as “pass-through entities,” meaning the Corporation does not file corporate taxes. Instead, the profits (or losses) “pass through” to the shareholders, who then report this income on their individual taxes.

For most small businesses, the S-Corporation tax election is the most beneficial because it eliminates the double taxation of the C-Corporation. This tax election can be changed; however, it is highly recommended to talk with an accountant before making this decision.

Step 9: Open a Bank Account

Opening a bank account for your Corporation is important for liability protection as the bank account separates the business’s funds from the member’s personal funds.
Several documents will be needed to open a business bank account, such as:

• A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
• Copies of the original Articles of Incorporation showing the creation of the Corporation in addition to the bylaws.
• Driver’s licenses of the members.
• Depending on the age of the Corporation, a Maine Certificate of Good Standing may be needed to prove the business entity is active and in good standing with the state.

Step 10: Apply for Business Licenses and Permits

Depending on what your business does and where it is located, various business licenses and permits will likely be needed before starting your business. Some common registrations include:

Business Licenses – The state of Maine doesn’t have a general business license; however, many cities require a business license to operate. The Maine Department of Economic and Community Development has a One-Stop Licensing Center and Business Answers service for all the information needed to obtain appropriate licenses for your business and can be reached at 800-872-3838.

Business Tax Registration – Businesses selling products and certain services will register with Maine Revenue Services to obtain a Maine Sales Tax License, Service Provider Tax, and/or Withholding Tax.

Professional Licensing – Some services, such as electricians, door-to-door home repair sellers, and landscape architects, require licensing in Maine. While this isn’t a license for the business, it is required in order to operate.

Related: How To Register A Business In Maine

Step 11: File Annual Reports

Corporations are required to submit an annual report to the Maine Secretary of State. The report is due on June 1st of each year, following the calendar year of formation. For example, if the Corporation were created on November 5th, 2025, the next annual report would be due June 1st, 2026.