How Much Does It Cost to Form a Corporation in Washington DC?
Legal business registration — and maintaining compliance with the state — involves necessary expenses and investment. Some of these costs are payable to the Department of Consumer and Regulatory Affairs, while others are due to additional state entities or the federal government. Here are some common requirements and fees.
Please note that fees for a permit or business license in Washington DC may be due when you first form your business, on an ongoing schedule or on an ad hoc basis. Find more details below.
Initial Washington DC Corporation Filing Fee
When setting up a corporation in Washington DC, you’ll need to file a form and pay a filing fee. Here are the current Washington DC corporation fees and filing times:
When you use Bizee to form a corporation in Washington DC, we charge you the state filing fee and forward it to the Department of Consumer and Regulatory Affairs when we file your incorporation paperwork.
Employer Identification Number
Every corporation in the country should have a unique EIN (Employer Identification Number) from the Internal Revenue Service. You'll use your EIN when you open a business bank account, file taxes and pay employees. You can get one directly from the IRS, or Bizee can get one for you.
If you want to do business in a state other than the one where your business is based, you must create a Foreign Corporation.
Washington DC Foreign Corporation Registration
Before you can bring an arm of your business from another state into Washington DC, you must request Foreign Qualification in Washington DC. This means the state gives you permission to conduct business there.
To request registration of a Washington DC Foreign Corporation, you must complete a Foreign Entity Registration Statement and pay a processing fee of $220. The state may have additional registration requirements, so contact the Department of Consumer and Regulatory Affairs directly for more information and to ensure you're in compliance with state law.
Foreign Qualification to Operate in Another State
If you plan to expand your Washington DC corporation into another state, you’ll first need Foreign Qualification or a Certificate of Authority from that state. This is necessary before you can create a physical presence, hire employees or bank in that state.
You'll likely have to complete at least one application and pay a filing fee, but each state has its own requirements. Before you start the process, compare state filing times and state filing fees so you can plan accordingly.
Above all, contact the state government entity that administers business (usually the Secretary of State) to confirm their requirements and for specific instructions.
If you need assistance, Bizee provides a complete Foreign Qualification service for all states.
Washington DC Annual Report Requirements
Most states require businesses to file an annual (or other periodic) report with the state. For Washington DC, the Department of Consumer and Regulatory Affairs requires a biennial report to be filed once every other year. When you file your biennial report, you’ll need to pay a fee of $300. Here are the Washington DC biennial report filing requirements:
Initial report must be filed within the first year of registration by April 1st and then every two years thereafter.
Washington DC Business Licenses and Permits
Before you start doing business, you must secure the necessary state, federal or local business licenses and permits to operate your corporation. Some of the fees will only need to be paid once, while others may be ongoing charges.
Permits and licenses vary based on:
While you are legally required to draft and adopt corporation bylaws in Washington DC, you are not legally required to file them with the state. Simply keep them secure at your primary place of business and continue to follow them.
The bylaws must then be adopted (and amended, if necessary) by the board of directors and shareholders.
Drafting a set of bylaws can be extremely helpful in making sure you’re organized and can help protect your business from any future changes and events that may affect your business.
Other Washington DC Corporation Filing Requirements and Fees
The State of Washington DC requires you to complete a few more tasks before you can begin conducting business.
Appoint a Director
Some states - including Washington DC - require corporations to appoint a full board of directors. All corporations are required to have a board of directors that consists of at least one director or more.
In Washington DC, the board of directors (or the single director) elects officers, such as the president, CEO, etc. Washington DC corporation law requires corporations to have at least one officer who is responsible for preparing the minutes of the directors’ and shareholders’ meetings and for maintaining and authenticating the records of the corporation.
Issue Stock to Shareholders
To raise business capital and keep it separate from company owners' money, every corporation in the state must sell stock to its shareholders. The Articles of Incorporation must authorize the sale of at least one share, and the corporation cannot sell more shares than are authorized.
Hold Annual General Meetings
Corporations in Washington DC are required to hold annual meetings, and it's generally a good idea to do so. However if you decide not to, the Code of the District of Columbia Title 29, Chapter 3, Subchapter 5, Part A, § 29–305.01 states, "The failure to hold an annual meeting at the time stated in or fixed in accordance with a corporation’s bylaws shall not affect the validity of any corporate action."
Change the Registered Agent
If your corporation is based in Washington DC, then you must have a Registered Agent in Washington DC. You'll need to appoint one when you file your Articles of Incorporation. You can also change to a new Registered Agent later by filing a form (page 3 of the document) and paying a fee of $50.
Reserving a Name for Your Corporation
If you're not quite ready to start your business, you can reserve a name for 120 days with the DCRA by filing a form and paying a fee of $50. First, conduct a Washington DC corporation search and learn the state's business naming rules to ensure you choose a name that meets legal requirements.
Amending Facts About Your Corporation
When you incorporate, the Washington DC DCRA forms you fill out include certain facts about your business at that time. Through the years, some or all of this information may change. If it does, you'll need to file Articles of Amendment with the DCRA along with a filing fee of $220. The form you'll use is dependent on whether you are amending your articles before or after a subscription of shares. If it's before, use Form DBU-13, and if it's after, use Form DBU-5. You can do this yourself or Bizee can do it for you.
Get a Certificate of Good Standing
Some organizations may request that you prove your corporation's compliance with laws and tax requirements. In Washington DC, this proof is provided with a Certificate of Good Standing or Status. If you need to prove you have met your commitments, you’ll need to request a Washington DC Certificate of Good Standing from the DCRA. You can do this by requesting one via the state's online portal and paying a fee of $50.
The information listed above details many of the fees a standard corporation will be required to pay in Washington DC. In some circumstances, there may be other one-off, periodic or ad hoc fees not listed above.
Of course, your corporation will also probably need to pay federal, state, self-employment (if it's an S Corp) and other taxes. You'll find more information on the Washington DC taxes page.