Administrative Requirements of Washington Corporations

Your Washington corporation must file certain documents with the Washington Secretary of State, Corporations Division, including:

  • articles of incorporation
  • annual returns
  • notices of any changes in the board of directors
  • notices of any changes in the address of the registered office
  • articles of amendment if changes to the structure of the corporation are made.

Your Washington Corporation must also:

maintaining corporate records specified by the Washington secretary of state, corporations division

file corporate income tax returns with the IRS

What are Articles of Incorporation?

The Articles of Incorporation are a legal document filed with the Washington secretary of state, corporations division. The Articles of incorporation sets out the corporation’s purpose and regulations. This is one of the documents necessary to incorporate a new company in Washington.

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The Washington Articles of Incorporation includes:

The full legal name of the corporation

The full address of the registered office of the corporation

The number of directors

The full names and addresses of each of the founding directors.

Restrictions on the business activities of the corporation or powers that the corporation may exercise.

The classes of shares and the maximum number of each class of share that can be issued.

Restrictions (if any) on the issue, transfer, or ownership of shares.

Provisions or restrictions on the borrowing powers of the directors.

Full names and signatures of the incorporators.

Annual Returns

The annual return is a legal document that basically notifies the Washington Secretary of State, Corporations Division that the company is still active. They’d also like to know of any changes of the address or board of directors to keep their records up to date.

If you don’t file the annual return, Washington Secretary of State, Corporations Division can dissolve your company.  

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Notices of any changes in the board of directors

The notice of change of directors is a legal document that basically notifies the Washington Secretary of State, Corporations Division of any changes in the directors of the corporation.

Notices of any changes in the business registered address

The notice of change of registered address is a legal document that basically notifies the Washington Secretary of State, Corporations Division of the change in the company’s business address.

Articles of Amendment

Articles of amendment is a document filed to effect and formalize changes in the previously filed articles articles of incorporation. An article of amendment is required to change recorded information about your corporation. The article is filed with the Washington Secretary of State, Corporations Division mainly to change a corporation’s name.

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