Incorporate in Ohio for FREE^*

Incorporation is the process of registering a business as a corporation and making it recognizable under law as its own legal entity. Incorporating a business can be a complicated process because each state has its own requirements for registering and operating a business as a corporation. Knowing the necessary steps and forms, however, will help keep you organized and stress-free. 

With our easy business registration service, you simply answer a few questions and we create your initial paperwork and file it with the state for you. The first business entity registration is free for Rocket Legal+ members—you pay only the state filing fees. Then, you can make and personalize all the legal documents you need for your business. Store everything online in your Rocket Lawyer account.

What is a C-Corp? 

A C-Corp, or C-Corporation, is a common business entity type. More specifically, a C-Corp is a corporation taxed under Subchapter C of the U.S. Code. Under Subchapter C, corporations are subject to tax at both the corporate and individual level (sometimes called “double taxation”). Depending on the situation, this may result in lower or higher tax burdens for the shareholders. 

C-Corps allow for anyone to be an investor and for an unlimited number of shareholders and multiple share classes.

As with other types of corporations, C-Corporations provide a common and well-known legal structure for businesses and offer their shareholders some limited liability. Except for certain instances of fraud or misconduct, a shareholder is not liable for the debts or obligations of a corporation beyond the shareholder's investment into the corporation.

Corporations are treated as a C-Corp by default, unless another type of tax treatment is selected, such as an S-Corp.

What is an S-Corp? 

Like C-Corps, S-Corps provide a common and well-known legal structure for businesses and offer their shareholders some limited liability. However, S-Corps have two main differences from C-Corps: they are taxed differently and they have more restrictions with shares.

An S-Corporation, or S-Corp, is an IRS election that allows a company to be treated like an LLC for income tax purposes, that is, as a “pass-through" entity. Instead of income taxes being owed at both the company and individual level, the income of an S-Corp is only taxed at the individual level, which means it passes through the company directly to the owners and shareholders. Again, this may result in lower or higher tax burdens for the shareholders depending on the situation.

S-Corps have more restrictions regarding shares and shareholders than C-Corps. Specifically, S-Corps can have no more than 100 shareholders, only one class of shares, and only U.S. residents or citizens as investors.

One area of common confusion is what type of entity can elect S-Corp status. Remember that this election is simply a tax choice, not a governance or legal structure choice. Both limited liability companies (LLCs) and corporations can choose S-Corp status if they qualify under the IRS's guidelines.

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

• Ownership Rules: A C-Corp can have unlimited shareholders and 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, and shareholders may also pay taxes on their individual dividends. S-Corps are considered "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. A Notice of Subchapter Selection must also be filed with the Ohio Department of Taxation.

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

• Your company name must end with "Company," "Co.," "Corporation," "Corp.," "Incorporated," or "Inc."
• Your name must be distinguishable from all other entity names on file with the Ohio 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.

Each state has its own personnel requirements for incorporating. In Ohio, your corporation must have at least three directors unless it has fewer than three shareholders. In this case, there must be an equal number of directors and shareholders. A single incorporator is allowed in Ohio. 

There is no minimum age requirement for directors and they are not required to be Ohio residents.

The Articles must include your corporation's name and address, including city, village, township, and county. You must also include the number of shares the corporation can issue and the terms under which it can issue them. If the corporation will have initial capital, you must state this. The Articles must also mention the purpose for which the corporation is formed, unless it's a for-profit corporation. All your incorporators must sign the Articles of Incorporation.

Ohio requires that every corporation have a registered agent. A registered agent is the person or business responsible for receiving tax, legal, and government documents on behalf of your corporation during regular business hours. Every corporation needs one. If your agent is an individual, he or she must reside in Ohio, and you must include your agent in your Articles of Incorporation. We'll help you designate your registered agent when you incorporate with Rocket Lawyer.

Nearly every state has standard processing times, but not all provide expedited processing for corporations. In Ohio, there are a few fees that you may be charged when you register your business as a corporation. They include the following:

State fee: $99 (this fee may be different if your corporation needs more than 990 shares).

• Fee to expedite your filing: $100.

Rocket Lawyer filing fee: $0 $99.99.

• First filing FREE* for Rocket Legal+ members (excluding state fees).
• Get additional filings HALF OFF with Rocket Legal+.

Processing time: 5-10 business days.

•  Expedited processing time: 2 business days.

Note: The above state fees and processing times (including expedited processing fees and times) are provided as a summary and may or may not encompass various fees mandated by your state or local authorities. Your state may also change these fees and processing times over time and without notice. If you have questions, speak to a Rocket Lawyer Business Pro to understand the costs and processing times that apply to your specific filing.

Businesses can save up to $2,500 per year with a Rocket Legal+^™ membership. This calculation is based on total savings on an initial business registration and registered agent, trademark, and business tax filing services for Rocket Legal+ members (a total cost of $924.97) compared to Rocket Legal members (a total cost of $1,949.96). This is in addition to savings on the average cost of 5 hours for document preparation by a non-Rocket Lawyer network attorney at the average attorney hourly rate in the U.S. of $300 (an estimated cost of $1,500 when purchased without any form of Rocket Lawyer membership) compared to unlimited use of customizable business documents for both Rocket Legal+ and Rocket Legal members at no extra cost.

Yes – although it's not the most enjoyable part of owning a business, you must pay taxes for your new corporation. Before you can start doing business, you must apply to the IRS for an EIN, an employer identification number. An EIN is the equivalent of your company's Social Security number. Rocket Lawyer has more information regarding the tax structures of S-Corporations and C-Corporations.

Ohio requires that corporations create and keep Corporate Minutes to maintain their corporate status. Unlike some other states, however, Ohio doesn't require Corporate Bylaws. 

Rocket Lawyer helps you compare Bylaw requirements and Corporate Meeting Minute requirements from state to state. It's recommended that you keep these documents regardless of whether they're required. They help protect the legality of your corporate status.

We wish you success with your new Ohio corporation! You can count on Rocket Lawyer for all the business, tax, and legal help you need at a price you can afford. 

If you are planning to operate in another state, you may need to register a corporation in that state. Rocket Lawyer can help you determine which states you should register in.

Other states may have their own rules for foreign corporations that originate in Ohio or domestic corporations that also operate in Ohio. Talk to an attorney to understand the legal and tax requirements for the state(s) in which you plan to operate.