How to start a Vermont corporation

It might seem like a lot at first, but once you understand the steps, it’s very doable. This guide will walk you through everything you need to know to start your Vermont corporation.

How to start a corporation in Vermont

Incorporating means registering your business as a corporation so the law sees it as its own entity, separate from you. Each state has its own rules for how to do this, so the process can seem confusing. Let’s go through each step: 

1. Choose a name for your Vermont corporation

Your corporation’s name should be unique and make a statement about your business. Make sure it complies with the following Vermont requirements:

• Your business name must end with "Corporation," "Company," "Incorporated," "Limited," or an abbreviation of one of these terms.
• Your name must be distinguishable from that of any other Vermont business entity in the records of the Vermont Secretary of State.

Need help coming up with a business name for your corporation? Try the Rocket Copilot™ AI Business Name Generator, a free tool to help you brainstorm business names and get started registering your corporation.

2. Decide between a Vermont S-Corp and C-Corp tax designation

There are similarities between a Vermont S-Corp and a C-Corp regarding personal liability, management, structure, and compliance. The differences, however, come down to the following:

• Ownership Rules: A C-Corp can have unlimited shareholders and unlimited stock classes. An S-Corp is limited to a maximum number of shareholders, usually 100, and only one stock class.
• Taxes: A C-Corp is taxed separately. It files taxes at the corporate level, then shareholders may also be taxed individually on dividends they receive. S-Corps are "pass-through" tax entities. No taxes are paid at the corporate level. Instead, taxes are paid individually by the owners.
• Documents: An S-Corp must file IRS Form 2553 to elect S-Corp status.

3. Appoint directors and shareholders for your Vermont corporation

Each state has its own personnel requirements for incorporating. In Vermont, corporations must have at least three directors if they have at least three stockholders. If your corporation has fewer stockholders, you can have the same number of directors as you have stockholders. There are no residency requirements for personnel in Vermont.

State the number of your corporation's directors in either your Bylaws or your business's Articles of Incorporation. 

4. Choose a Registered Agent

A Registered Agent is the person or business responsible for receiving tax, legal, and government documents during regular business hours. It's important that every business has one. You can either serve as your own registered agent (if you have a Vermont address) or choose one to do that service for you (if you are not located in Vermont or would like an extra layer of privacy).

5. File your Articles of Incorporation with the state of Vermont

Once you have a business name and registered agent, you can register your business as a Vermont corporation with the state by filing your Articles of Incorporation. This document may be referred to informally as a corporation's "Articles," or in other states, it may be called a "Certificate of Organization," "Certificate of Filing," or "Certificate of Formation."

6. Get an Employer Identification Number (EIN)

Before opening your doors for business, apply to the IRS for an employer identification number, or EIN. All corporations with employees in Vermont must have an EIN. An EIN is similar to your Social Security number, but it's for businesses. You'll also need an EIN to open your corporate bank account.

Congratulations! After you have completed all these steps, you have formed your Vermont corporation.

What to do after incorporating in Vermont

Vermont requires that corporations create certain records, such as Bylaws and Minutes, to maintain their corporate status. Both documents help protect the legality of your corporate status. We have more detailed information about Vermont's requirements for Bylaws and Meeting Minutes.

Still have questions? Learn more about how to start your own business with Rocket Lawyer and get started today!
 

Key takeaways Starting a corporation in Vermont means following state rules, like choosing a unique name, filling out paperwork, and paying fees to make it official. One important choice is deciding how your corporation will be taxed in Vermont, either as an S-Corp or a C-Corp. This affects how the business and owners pay taxes, and the differences between the two change from state to state. After forming the corporation, you must also keep records – like Bylaws and Meeting Notes – to stay in good standing with the state and prove your business is real and operating correctly.

Additional resources

Learning how to enforce a contract is just one step. Explore these additional topics to learn more and take the next steps.

• What is a corporation?
• What is an S-corporation?
• How are corporations taxed?
• How to start a corporation
• How to register a corporation by state