How to Start a C-Corp in Nevada (Quick Answer)
To start a C-corp in Nevada, file Articles of Incorporation with the Nevada Secretary of State, and at the same time file your Initial List of Officers and Directors and pay for a State Business License. The three fees are shown in the table below.
Once the state accepts the filing, your corporation exists. After that, you adopt bylaws, appoint directors and officers, issue stock, and get an EIN. Nevada has no corporate income tax, but the yearly state fees make it pricier to maintain than the low filing fee suggests.
| Filing document | Articles of Incorporation |
| Where to file | Nevada Secretary of State |
| Filing fee | From $75 (scales with the value of authorized stock) |
| Initial List of Officers and Directors | $150, due at formation |
| State Business License | $500 for corporations, due at formation and every year |
| Registered agent | Required, with a physical Nevada street address |
| EIN | Required, free from the IRS (Form SS-4 by phone, fax, or mail if you have no SSN or ITIN) |
| Annual cost | A $150 annual list plus the $500 State Business License, about $650, due by the last day of your anniversary month |
| Corporate income tax | None; a Commerce Tax applies only above $4 million in Nevada gross revenue |
| Foreign owner (25% or more) | File Form 5472 with Form 1120 every year, or face a $25,000 minimum penalty |
First-year cost: about $725 to start, which is the $75 filing fee, the $150 Initial List, and the $500 State Business License, plus a registered-agent service if you use one.
Nevada has no corporate income tax, and that is the draw. It is not a cheap state to maintain, though.
Every Nevada corporation pays a $500 State Business License plus a $150 annual list each year, about $650, on top of formation. Budget for those yearly fees, not just the low headline filing fee.
TL;DR
- No income tax, but budget for the yearly fees: a $500 State Business License plus a $150 annual list, about $650 a year.
- Step 1, name: pick a unique name with a corporate designator (Inc., Incorporated, Corporation, or Corp.) and check it with the Secretary of State.
- Step 2, registered agent: name one with a physical Nevada street address.
- Step 3, Articles plus Initial List and business license: file the Articles (from $75), the Initial List ($150), and the State Business License ($500) together.
- Step 4, bylaws: adopt internal bylaws and keep them with your records.
- Step 5, directors and officers: appoint the board and officers and hold an organizational meeting.
- Step 6, issue stock: authorize and issue shares, keep a stock ledger, and file the 83(b) election within 30 days if your shares vest.
- Step 7, EIN: get a free EIN from the IRS, by Form SS-4 if you have no SSN or ITIN.
- Foreign owner (25% or more): file Form 5472 with Form 1120 every year, or risk a $25,000 penalty.
- Ongoing: a $150 annual list plus the $500 State Business License by your anniversary month; the Commerce Tax applies only above $4 million in Nevada revenue.
Why Form a C-Corp in Nevada?
Nevada draws founders with no corporate or personal income tax, plus strong liability protections for directors and officers.
- No corporate or personal income tax at the state level.
- Strong statutory protections for directors and officers.
- Same-day or next-business-day online filing in most cases, with expedite options.
Weigh the yearly cost first. If you plan to raise venture capital, investors will most likely want a Delaware C-corp. Nevada's $500 State Business License and $150 annual list make it more expensive to maintain than many states, so it fits businesses that genuinely operate there.
Step 1: Choose and Reserve Your Corporate Name
- Include a corporate designator such as "Inc.", "Incorporated", "Corporation", or "Corp."
- Search the Secretary of State's business database to confirm the name is available and different from existing entities.
- Nevada lets you reserve a name for 90 days for a fee if you are not ready to file.
Step 2: Appoint a Nevada Registered Agent
Every Nevada corporation must name a registered agent with a physical Nevada street address, available during business hours to receive legal and state documents.
- The agent can be a person or a company, but needs a real Nevada address, not a PO box.
- The agent must be on file before or when you form.
- A commercial agent commonly costs $100 to $200 a year.
Step 3: File Your Articles, Initial List, and State Business License
Nevada bundles three filings at formation. You submit the Articles of Incorporation, the Initial List of Officers and Directors, and the State Business License application together with the Secretary of State.
- Articles of Incorporation: the filing fee starts at $75 and rises with the value of your authorized stock.
- Initial List of Officers and Directors: $150, naming your directors and officers.
- State Business License: $500 for corporations, required to operate.
- Once the state accepts them, your corporation exists and its yearly clock starts.
Step 4: Adopt Corporate Bylaws
Bylaws are the internal rulebook for how the corporation is run. They are not filed with the state, but a corporation is expected to have them, and banks and investors often ask to see them.
- They set out how directors and officers are elected, how meetings and votes work, and how shares are handled.
- They stay with your records, not with the Secretary of State.
- Skipping them weakens the separation between you and the corporation that liability protection depends on.
Step 5: Appoint Directors and Hold the Organizational Meeting
A corporation is run by a board of directors, who appoint the officers that handle day-to-day work. Right after formation, the incorporator or initial directors hold an organizational meeting, or sign a written consent in place of one.
- Appoint the initial board and elect officers (usually at least a president, secretary, and treasurer; one person can hold several roles).
- Adopt the bylaws and authorize the issuance of stock.
- Keep signed minutes or the written consent with your records.
Step 6: Authorize and Issue Stock
Issuing stock is how founders get their ownership, and it is easy to rush. The board authorizes shares, then the corporation issues them to the founders and any early shareholders.
- Issue shares to each founder and record what they paid (cash, property, or services).
- Keep a stock ledger, a running record of who owns how many shares.
- Watch your authorized stock value. In Nevada, the Articles filing fee rises with the total value of the shares you authorize.
The 83(b) election, and its 30-day deadline: if your founder shares vest over time, you generally have 30 days from the grant date to file an 83(b) election with the IRS.
It lets you be taxed on the small value at grant instead of the higher value as the stock vests. The 30-day window cannot be extended, and missing it can be expensive.
Step 7: Get an EIN, Even Without an SSN
An EIN is your corporation's federal tax ID, needed to file taxes, run payroll, and open a bank account. It is free from the IRS.
- With an SSN or ITIN, apply online and get the EIN in minutes.
- Without an SSN or ITIN, apply on Form SS-4 by phone, fax, or mail.
- The EIN is always free; you never pay the IRS for one.
Open a US Business Bank Account
Once you have the EIN, open a dedicated business bank account before money moves through the corporation.
- Keeping corporate and personal funds separate protects the liability shield; mixing them is a common reason courts pierce it.
- Banks usually ask for the filed Articles of Incorporation, the EIN letter, and often the bylaws or a board resolution.
- A separate account also makes bookkeeping and the corporate tax return simpler.
If Your Nevada C-Corp Is Foreign-Owned
A Nevada C-corp that is 25% or more owned by a non-US person has an extra federal filing that many international founders miss.
- The corporation files Form 5472 with its annual Form 1120 to report transactions with the foreign owner, such as money put in or paid out for services.
- It is required every year there are reportable transactions, even with little or no profit.
- The penalty is steep: a missed or late Form 5472 starts at $25,000 per form, per year.
Handle Nevada's Ongoing Compliance
Nevada has no corporate income tax, so the yearly obligation is the state fees, plus the Commerce Tax only if your revenue is high.
The Annual List and State Business License
- Every year you file an annual list of officers and directors ($150) and renew the State Business License ($500), about $650 together.
- Both are due by the last day of your anniversary month.
- Missing them adds late penalties and can put the corporation into default with the state.
The Commerce Tax (Only Above $4 Million)
- Nevada has no corporate income tax, so most corporations owe no state tax on profit.
- The Commerce Tax applies only to businesses with Nevada gross revenue above $4 million in a year.
- Federally, the corporation still files Form 1120 and pays 21% corporate tax, due the 15th day of the 4th month after year-end.
How Much Does It Cost to Start a C-Corp in Nevada?
| What you pay | Amount | When |
|---|---|---|
| Articles of Incorporation | From $75 (rises with authorized stock value) | One time, at formation |
| Initial List of Officers and Directors | $150 | One time, at formation |
| State Business License | $500 | At formation, then yearly |
| Annual list | $150 | Yearly, by your anniversary month |
| Registered-agent service (optional) | ~$100 to $200 a year | Yearly, if you use one |
| Federal corporate tax | 21% of profits | Yearly, with Form 1120 |
How Long Does It Take to Start a C-Corp in Nevada?
- Online filings with the Secretary of State are usually processed within a few business days, and Nevada sells expedited service.
- The EIN follows: minutes online with an SSN or ITIN, or same day to several weeks by Form SS-4 without one.
- Bylaws, the organizational meeting, and issuing stock happen right after the state approves the filing.
Common Mistakes to Avoid
- Underbudgeting the yearly fees. The $500 business license plus the $150 annual list run about $650 every year, separate from the low filing fee.
- Authorizing high-value stock, which raises the Articles filing fee in Nevada.
- Missing the anniversary-month deadline for the annual list and license, which adds penalties.
- Missing the 30-day 83(b) deadline on vesting founder stock.
- Overlooking Form 5472 if the corporation is 25% or more foreign-owned.
How FinStackk Helps
FinStackk is an accounting and tax compliance platform for U.S. businesses, taking you from incorporation through ongoing accounting, tax, and compliance in one place.
We handle Nevada C-corp formation, from the Articles, Initial List, and State Business License to the EIN, through Fin-Start, including the Nevada registered agent.
Once the corporation exists, Fin-Tax keeps the federal Form 1120 deadline and any Commerce Tax on a proactive calendar. Complyy tracks the $150 annual list, the $500 State Business License renewal, and your registered-agent renewal. Book a free demo to see them in action.
FAQ
How much does it cost to start a C-corp in Nevada?
About $725 to start: a $75 Articles filing fee, a $150 Initial List of Officers and Directors, and a $500 State Business License. Add a registered-agent service if you use one. Going forward, the yearly cost is about $650, the $150 annual list plus the $500 license renewal.
Does Nevada have a corporate income tax?
No. Nevada has no corporate income tax and no personal income tax. It does have a Commerce Tax, but that applies only to businesses with Nevada gross revenue above $4 million in a year. Most corporations owe no state tax on profit, though the federal 21% corporate tax still applies.
Why is Nevada more expensive than it looks?
The headline filing fee is low, but every corporation pays a $500 State Business License plus a $150 annual list each year, about $650, both due by your anniversary month. That is higher than in many states, so Nevada suits businesses that genuinely operate there.
Is it better to form a C-corp or an LLC in Nevada?
An LLC is simpler and taxed once, and its State Business License is $200 rather than the $500 corporations pay. A C-corp makes sense if you plan to raise venture capital, keep earnings in the business, or want multiple classes of stock. A C-corp is taxed twice at the federal level, once at the corporate level and again on dividends.
Should I form my C-corp in Nevada or Delaware?
If you plan to raise venture capital, Delaware is what investors expect. If you will operate in Nevada and not raise venture money, forming in Nevada avoids registering and paying in two states, since a Nevada corporation doing business elsewhere still has to register there too. Weigh Nevada's yearly fees against its no-income-tax benefit.
Can a non-US resident start a Nevada C-corp?
Yes. Nevada sets no citizenship or residency requirement to own a corporation. You will need a Nevada registered agent and an EIN, which you apply for on Form SS-4 by phone, fax, or mail without an SSN.
If a non-US person owns 25% or more, the corporation also files Form 5472 with its Form 1120 every year, with a $25,000 minimum penalty for missing it.