FILE CERTIFICATES of BUSINESS FORMATION
Most businesses formed in New Jersey and foreign (non-New Jersey) entities seeking authorization to do business in this state must file organizational documents with the State of New Jersey.
This requirement applies to profit and non-profit corporations, limited partnerships, limited liability partnerships and limited liability companies.
Sole proprietorships and general partnerships are not subject to this requirement but will still need to register the business name with the clerk of the county where the business is located. Also, general partnerships may opt to file their partnership agreements with the Division of Revenue. As with all businesses, sole proprietorships and partnerships will also be subject to registration for tax and employer responsibilities.
Information about the Filing Process
To form a business entity in New Jersey or obtain authorization to conduct business in this State, you must file with the Division of Revenue. This may be done online.
Before filing the organizational documents in this state, you must determine if the business name is available. Name availability checks are done automatically as part of the online filing process.
Out of State (Foreign) Filers
A foreign business must indicate its business name exactly as it appears on the formation document in the business' home state. A Certificate of Good Standing from the home state must be included
with the New Jersey filing. For online filings, the Certificate of Good Standing from the home state must be faxed to New Jersey at 609.292.7962 within 24 hours of the online registration.
**IMPORTANTANT NOTE: If the foreign business is filing using a "dba" name, it will be unable to file online and must submit the registration by paper.**
When filing, you will be asked to provide specific information based on the legal structure of the entity (LLC, Corporation, LP, etc.), as well as information that applies to all business entity
types. The online system will automatically determine which filing template applies based on the structure you select.
Two general information items that apply to all entity types are the registered agent and registered office address. The registered agent serves as the point of contact for official notices sent to the business, and the registered office address is the required mailing address
for the registered agent.
The registered agent may be any individual, over eighteen years of age, who agrees to serve as agent, or any business in good standing with the State of New Jersey that agrees to serve as agent. Only one name may be listed for the registered agent.
You will need to provide a New Jersey street address for the registered office.
With regard to signatures, the business structure will determine who must sign the filing. The signature requirements are as follows:
|Domestic profit, professional, and non-profit
**At least one business or person's name
must be provided as an incorporator. When filing online,
the name of the incorporator will be used for signatory
purposes. Be sure that an appropriate individual's name
is provided. The name of the business entity being formed
or authorized may not be used as an incorporator.
|Foreign profit, professional, and non-profit
||President, VP, or Chief Executive Officer
||All general partners
|Limited liability partnership
|Limited liability company
||Any authorized representative
A fee of $125.00 for all profit businesses (domestic and foreign) and $75.00 for all domestic non-profits must be submitted at the time of filing. For online filings, credit cards, electronic checks or depository accounts may be used. When submitting a paper document, a check made payable to "Treasurer, State of New Jersey" may also be issued.
Confirmation of Filing
For online filings, a filing notification will be mailed to the registered office of the new business entity within three to ten business days following the successful completion of the online transaction. In addition, an online confirmation and printable filing certificate will be displayed at the conclusion of the online session. A dated copy of the document will be provided for paper filers.
Should there be a problem with any filing, the Division will advise the filer in writing by mail or e-mail and list the filing deficiencies. Defective filings will not be deemed effective. The registration will be denied until all listed deficiencies are addressed within the specified time frames. Filing fees may be forfeited if responses are not timely.
If you have any questions regarding this filing, you may contact the Division of Revenue by any of the following methods:
|| Click Here
Division of Revenue
Corporate Filing Unit
PO Box 308
Trenton, NJ 08646
Division of Revenue
Corporate Filing Unit
33 West State Street, 5th Fl.
Trenton, NJ 08608
WARNING: If you use Priority Express Mail or certified mail from the United State Postal Service, note that the USPS does not deliver to or pick up directly from our office. We treat requests received via Priority or Express Mail from the United State Postal Service as regular mail and the regular mail processing time applies to all such requests. Regular mail delivery time may take up to 15 days from mail in date to date of receipt.
Tax and Employer Responsibilities
After the business entity has properly filed its formation/authorization documents in the state, it will also need to register for its tax and employer responsibilities. This process may be completed online.
Paper Forms / Other Useful Guides