General Questions
It is highly recommended that you submit your filings on the A.C.C.'s website, eCorp. The eCorp website will allow you to create an account in order to file your documents online. Filing online is fast, simple and convenient. In fact, some online filings can be made instantaneously; whereas, filing via mail or fax will require a wait time. Also, when you file online, the filing system will ensure that you complete all of the required fields and it will provide helpful commentary along the way to make sure your filing gets done properly.
Of course, as an alternative, you can also file your documents via mail or fax. If you file via mail or fax, there's a few things to keep in mind. First, please ensure that your filing is accompanied by a cover sheet, which should include all of the submitter's information. Also, if you are filing via mail, please ensure that all the required documentation and filing fees are enclosed. Cash cannot be accepted via mail. If you are filing via fax, please be aware that you must have a Money-on-Deposit (MOD) account in order to pay for your filing. If filing via fax, you can submit your filing to: 602-542-4100.
Lastly, please be aware that A.C.C. staff cannot assist you in preparing your filings. If you have formation, tax, or legal questions, it is strongly recommended that you consult with an attorney or tax professional before submitting your filing.
Mailing Address:
Arizona Corporation Commission Corporations Division
1300 W. Washington St.
Phoenix, Arizona 85007
A.C.C. staff are not licensed to practice law and are not licensed document preparers. As such, we cannot give you advice or assist with the preparation of your documents. The forms we provide have detailed Instructions, which are intended to assist in your filing needs.
As an alternative to filling out paper forms, please consider completing your filing online at eCorp. The online system is designed to ensure that your online filing meets the minimum statutory requirements.
The particular form you file depends upon what action is being taken and what the entity type is or will be (corporation or LLC). There are separate forms for corporations and for LLCs. Be sure and use corporation forms for a corporation, and LLC forms for LLCs. The document will be rejected if the form type does not match the entity type, and filing fees will not be refunded.
You are strongly encouraged to submit all your filings electronically by using our online system, eCorp. When filing online, the eCorp system will assist you in selecting the proper filing for your particular needs.
If you would still like to submit your filing using a paper form, you may find a list of our downloadable forms and instructions here: Paper Forms. Please note that you will need to login to your eCorp dashboard in order to access the downloadable forms.
The A.C.C. forms were designed to ensure compliance with statutory filing requirements. In other words, the A.C.C.'s forms have all the requirements needed in order to get your filing approved. However, our forms are not required and you may file your own forms if you choose to. Just keep in mind that your forms must meet all the statutory requirements pursuant to Arizona law.
Please find the schedule of fees by clicking here.
No, fees are not refundable. Pursuant to Arizona law, filing fees are not refundable or transferable.
For a full description of acceptable payments, please click here.
The A.C.C. accepts deposits of monies to be used for filing fees on our eCorp system. The monies are deposited into Money-On-Deposit (“MOD”) accounts in the name of the holder of the account. Each account has monthly statements issued showing the monthly transactions.
Anyone can establish a MOD account, although typically it is only done by persons who frequently file documents with the A.C.C. There is no minimum balance. If the account does not have an adequate balance when documents are filed, those documents will be rejected for nonpayment of filing fees. It is up to the MOD account holder to determine whether adequate funds exist in the account – the A.C.C. does not monitor accounts for that purpose and no notices will be sent.
Use the eCorp MOD Account feature to create a MOD Account. Upon accessing your eCorp Dashboard, you will find the ability to set up a MOD Account by clicking Online Services, then Service Requests.
The A.C.C. refers to "processing time" as the estimated number of days it will take for our staff to review your filing. Due to the volume of documents that the A.C.C. receives, we do offer several options when determining the level of speed in which you would like your document to be reviewed.
Depending on the type of filing you are completing, you are generally able to select from the following options:
For more detailed information, please visit our processing times link, which is updated at the beginning of each week. If you are interested in more information about our Same Day/Next Day services, please visit the following link.
Although both are business types, there are significant differences between corporations and limited liability companies. To determine which type is right for you, you may want to consider consulting with a qualified professional such as an attorney or tax expert.
As a general description, corporations are owned by its shareholders and they are managed by its officers and directors. On the other hand, LLCs are owned by its members and they are managed by a manager(s) or its members. Corporations allow for an unlimited amount of shareholders and there is no restriction on who can hold shares. LLCs do not issue shares but they can have multiple owners, called members, who all own a percentage of the company.
In addition to the above, there are extensive tax and liability differences between the two entity types.
An EIN (Employer Identification Number) is obtained from the Internal Revenue Service, www.irs.gov. The I.R.S. has information on its website on how to apply online for the EIN. A TIN (Taxpayer Identification Number) is issued by the Arizona Department of Revenue, www.azdor.gov. The Arizona Corporation Commission has no association with the issuance of EINs and TINs.
For LLCs, the location of your business is referred to as the "Principal Address." For Corporations, the location of your business is referred to as the "Known Place of Business."
If you have an LLC, the statutes allow your Principal Address to be anywhere. Although the Principal Address is intended to reflect the location of the business, if you have an internet based business, you will need to give consideration to which address you use. Please be aware that your Principal Address is a public record and is viewable online. Therefore, you may want to consider using an address different from your home address if you have an internet based business and if you are not comfortable using your home address as a public record. If you have an internet business, you may consider using a P.O. Box or the address of your Statutory Agent, if permissible.
If you have a Corporation, the statutes indicate that your Known Place of Business must be a physical address within Arizona. For Corporations, you must use a physical street address. P.O. Boxes and personal mailboxes are not permissible. Please be aware that your Known Place of Business address is a public record and is viewable online. Therefore, in the event that you have an internet based company and you are not comfortable using your home address as a public record, you may want to consider using the physical street address of your Statutory Agent, if permissible.
Names and addresses provided on documents that are filed with the A.C.C. are public record. In fact, all filings received and processed by the A.C.C. are considered public records and are viewable to the public. The A.C.C. is required by law to provide access to public information.
By law, certain documents must be published in a newspaper of general circulation or posted to the A.C.C.'s database. The determining factor typically depends on the county where the business or statutory agent are located. Following the approval of your filing, the A.C.C. will inform you by letter if your document is required to be published.
If you received a letter from the A.C.C. notifying you that your document must be published, please feel free to view a list of newspapers in general circulation. The list of newspapers is provided as a public courtesy, as the A.C.C. does not endorse or have affiliation with any particular newspaper.
Although it is not required, many customers choose to file their Affidavit of Publication with the A.C.C. The Affidavit of Publication is provided by the newspaper as verification of the publication. If you choose to file this document with the A.C.C., it will be placed into your business' filing history and it will be viewable as public record. If you do not file the Affidavit of Publication with the A.C.C., you should retain it as part of your business' records.
You may correct inaccurate or non-substantive errors on a filing through a Statement of Correction. A Statement of Correction is used when the alteration does not materially alter any substantive provision of the original filing. For example, you may file a Statement of Correction if you need to correct a minor typographical error such as a misspelling of a name or the erroneously listed numbers of an address.
As long as the Statement of Correction does not intend to substantively change original information, then this filing can be used to correct small, erroneous defections.
If you have identified that the A.C.C. made an error when entering the information on your filing, please feel free to call or email us at 602-542-3026 or answers@azcc.gov, so that we may quickly resolve the matter for you.
Administrative dissolution will only occur if a business fails to meet certain statutory requirements. For example, a corporation fails to submit an annual report or a business fails to pay their statutory filing fees. If a business has been administratively dissolved, that business may not conduct any business or affairs, except that which is necessary to wind up their business affairs.
A business may apply for reinstatement as long as the administrative dissolution occurred within the last 6 years. Please note that there is a reinstatement fee of $100.00, which is in addition to any filings or fees that may be past due. If the administrative dissolution occurred more than 6 years ago, the business will need to apply for a new formation as they are no longer eligible for reinstatement.
No. If your company is going or has gone out of business, you should take the proper steps to voluntary terminate or dissolve your business.
There have been situations where companies that went out of business were reinstated by persons who were not associated with the original business. This is called business identify theft. To help minimize your risk of becoming a victim of business identity theft, it is crucial that you properly terminate or dissolve your business.
For LLCs that intend to go out of business, you should submit Articles of Termination. For corporations that intend to go out of business, you should submit Articles of Dissolution.
Serving legal documents onto a business is referred to as Service of Process. You can serve a business by delivering your legal documents to the physical address of the statutory agent. For corporations only, if the corporation fails to maintain a Statutory Agent at the physical address listed on the A.C.C.'s records, then the A.C.C. will accept Service of Process on behalf of the corporation. For the A.C.C. to accept Service of Process, you will need to provide two copies of the documents being served, a $25.00 payment, and an affidavit of attempted service indicating that you first attempted to serve the corporation's statutory agent at their listed address.
Please note, the A.C.C. will not accept Service of Process for LLCs.
Click here for the W-9 form from the Arizona General Accounting Office.
Statutory Agents
A statutory agent is a person or business that has a physical address in Arizona. A statutory agent's responsibility is to accept Service of Process or legal documents on behalf of a corporation or limited liability company.
Every corporation and limited liability company is required to appoint and maintain a statutory agent at all times. Failure of a business to maintain a statutory agent will result in the business being administratively dissolved.
If a statutory agent is an individual, that person must be 18 years of age and reside in Arizona. If a statutory agent is a business, that business must have an address in Arizona and must be authorized to transact business in this state.
A statutory agent may be:
Yes. The statutory agent must sign and accept their designation as the company's statutory agent. If the business is formed online through the A.C.C.'s eCorp system, the statutory agent can simply accept their designation through their eCorp dashboard. If the business is formed via paper filing, the statutory agent will need to submit an acceptance form, which can be found here.
To designate a new statutory agent, the company may file a Statement of Change.
You may find it most convenient to submit a Statement of Change by using the ACC's online eCorp system. From your eCorp dashboard, please find the link for Online Services, then click the option that says, Change Addresses or Statutory Agent. When submitting your Statement of Change online, you can conveniently enter the name and email address of your new statutory agent, who will be sent an email prompting them to complete their online appointment acceptance.
Alternatively, you may choose to file your Statement of Change by delivering paper documents to the A.C.C. If you choose to file via paper, please keep in mind there is a different Statement of Change form for LLCs and Corporations. Please ensure that you complete the proper form depending on whether you have an LLC or Corporation. Lastly, your paper Statement of Change needs to be accompanied by a Statutory Agent Acceptance form regardless if you have an LLC or Corporation.
In order to resign, a statutory agent must submit a Statement of Resignation to the ACC. If filing online using the A.C.C.'s eCorp system, simply navigate to the Online Services link, then click Change Addresses or Statutory Agent.
Alternatively, if you choose to file via paper, you may submit a Statement of Resignation form to the A.C.C. Please keep in mind there is a Statement of Resignation form for LLCs and corporations. Please ensure that you file the proper form depending on whether you have an LLC or corporation.
To change the statutory agent's address, a Statement of Change needs to be filed.
You may find it most convenient to submit a Statement of Change by using the A.C.C.'s eCorp System. From your eCorp dashboard, please find the link for Online Services, then click the option that says, Change Addresses or Statutory Agent.
Alternatively, you may choose to file your Statement of Change by delivering paper documents to the A.C.C. If you choose to file via paper, please keep in mind there is a different Statement of Change form for LLCs and corporations. Please ensure that you complete the proper form depending on whether you have an LLC or corporation.
Entity Names
If you have intentions of creating a corporation or LLC at a later time but would like to reserve a name for it now, you may do so with a name reservation. A name reservation is not required to form a business. A name reservation simply holds your name for up to 120 days. For information on name criteria or requirements, please click here.
No. A name reservation is not required. It simply holds your business name for 120 days.
There are different requirements for corporations and LLCs. In general, business names must be distinguishable from all other existing business names or trade names, and must contain certain legal “identifiers,” such as “Inc” for a corporation or “LLC” for a limited liability company. Please visit the following links to learn about naming distinguishability and corporate identifiers.
The A.C.C. does not register or recognize DBAs. The term, "DBA" stands for “Doing Business As."
You can record “DBA” names through the Maricopa County Recorder's Office, and you can register trade names through the Arizona Secretary of State's Office. However, the A.C.C. does not register or recognize DBAs.
No. A name reservation simply holds an entity name with the ACC for a period of 120 days to give you time to form either a corporation or LLC.
On the other hand, a trade name is active for a period of 5 years and carries certain legal rights. Trade names are obtained through the Arizona Secretary of State’s Office, www.azsos.gov, and their website contains extensive information on trade names.
To register a foreign corporation name, you can file a Foreign Name Registration. Please note that a Foreign Name Registration does not grant authority to transact business in Arizona. A Foreign Name Registrations only registers a name in Arizona so that no other business can use it (similar to a name reservation).
No. If the foreign corporation is going to transact business or conduct affairs in Arizona, it must apply for authority to do so by completing and submitting an Application for Authority; however, separately registering the name is not required.
A name reservation places a hold on an available business name for a period of 120 days and is non-renewable. Any person can obtain a name reservation. An example of when a name reservation might be used is when a person knows what they want to name their business, but is not quite ready to start a business. The name reservation will place a hold on their intended business name for a period of 120 days.
A name registration, on the other hand, is only available to foreign LLCs and foreign corporations who already have an existing business in another state. A name registration is active for a one-year period, and can be renewed for successive one-year periods.
Corporations
A corporation is formed by filing Articles of Incorporation with the A.C.C. Once A.C.C. staff has determined that your Articles of Incorporation meet the statutory requirements, your filing will be approved and your corporation will be formed.
A nonprofit corporation is formed the same way a for-profit or business corporation is formed, but the statutory requirements for the Articles of Incorporation are a little different. A nonprofit corporation is formed by filing Articles of Incorporation with the A.C.C. Once A.C.C. staff has determined that your Articles of Incorporation meet the statutory requirements, your riling will be approved and your corporation will be formed.
“Nonprofit” does not mean “tax-exempt” in Arizona. The A.C.C. form for nonprofit Articles of Incorporation meets only the Arizona statutory minimum requirements to form a nonprofit corporation, and may NOT contain language that might be required by the I.R.S. to obtain tax-exempt status. You should seek legal or tax advice, or research the I.R.S. requirements before submitting any documents to the A.C.C.
S corp, C corp, and 501c3 are all Internal Revenue Service (I.R.S.) code references. Those designations pertain only to tax status, and are not actually types of corporations. In Arizona, you would simply form either a for-profit corporation or a nonprofit corporation. The corporation’s tax status would later be determined by the I.R.S. and not by the A.C.C. Please note that the I.R.S. may require specific language in the Articles of Incorporation to obtain tax-exempt status, and that language may NOT be included in the A.C.C. forms. You should research the I.R.S. requirements before submitting any documents to the A.C.C.
A professional corporation is a corporation that is incorporated for the purpose of rendering professional services. Professional services is defined as a service that may only be rendered by a person who is duly licensed by a professional licensing authority.
Bylaws are written rules that govern how a corporation operates internally, such as how the Board of Directors will be elected and what votes are required for a particular action. Bylaws are not filed with the A.C.C., but your corporation is required to maintain a copy in your corporate records.
No. Bylaws will not be accepted for filing and they will not be mailed back to you. Do not submit bylaws to the A.C.C.
Bylaws are not filed with the A.C.C. We suggest contacting the corporation directly, either through their officers or statutory agent, to request a copy of their bylaws.
You can change a corporation's address, referred to as the "known place of business" by filing a Statement of Change. Alternatively, there are other ways in which you can change the corporation's address, such as filing Articles of Amendment or an Annual Report.
To change the officers or directors of a corporation, otherwise known as the principals, you will need to file Articles of Amendment. Alternatively, if you have an Annual Report due date approaching, you can also make changes to your officers and directors by filing an Annual Report.
Corporations that file bankruptcy must file a Statement of Bankruptcy with the A.C.C.
Generally, any duly appointed officer of the corporation, including its Board of Directors, can sign and file a document.
A Certificate of Good Standing may be obtained online using the online filing system. You can pay an expedited fee for a total of $45, which will instantly produce your document, or you can pay $10 for regular processing, which will typically produce your document within 7-10 business days.
LLCs
A professional LLC is a limited liability company that is organized for the purpose of rendering professional services. Professional services is defined as a service that may only be rendered by a person who is duly licensed by a professional licensing authority.
Yes, the LLC must have at least one member. A limited liability company is owned by its members.
Yes, the LLC can have a single member.
Yes, the same person can be both the only member and the only manager.
Members of an LLC are its owners, much like shareholders of a corporation. Managers of LLCs are like the officers of a corporation who run the day-to-day operations. If a manager is also a member, then the manager has ownership interest in the LLC. If the manager is just a manager and is not also a member, then the manager has no ownership interest in the LLC.
In general, an operating agreement is an agreement that governs relations among the members and the managers and between the members and managers and the LLC. The operating agreement is not filed with the A.C.C., but the LLC is required to maintain a copy in its company's records. For further detail, please see A.R.S. 29-3102.
A Statement of Domestication allows for a limited liability company to be domesticated into Arizona or out of Arizona. If domesticating into Arizona, you will need to file a Statement of Domestication along with Articles of Organization and other details from your original formation state. If domesticating out of Arizona, you will need to file a Statement of Domestication with the A.C.C., as well as any filing requirements that your incoming state has.
Members of a member-managed LLC can file documents on behalf of the LLC. Managers of a manager-managed LLC can file documents on behalf of the LLC.
In addition, legal representatives or "authorized agents" can also file documents on behalf of an LLC. Please ensure that authorized agents are identified on the LLC's Signing Authority Form if you wish to provide authorization to others to sign on behalf of the LLC.
A Statement of Conversion will allow a business type to convert into another business type.
Foreign Entities
A foreign corporation or foreign LLC is a business that was formed outside of Arizona. Also, businesses created under federal or Indian tribal law are also considered foreign businesses.
If a foreign entity wants to transact business or conduct affairs in Arizona, it must register with the Arizona Corporation Commission. The entity must determine for itself if its activities constitute the transaction of business – the A.C.C. does not make this determination because it involves a legal analysis of the entity’s business compared to the applicable statute, and the A.C.C. does not and cannot provide legal advice to the public.
Foreign LLCs will need to submit a Foreign Registration Statement, along with a certified copy of the original formation documents, including any amendments, from the domicile state. The foreign LLC will also need to submit a certificate of existence, issued from the domicile state and dated within 60 days of the application to the A.C.C.
Annual Reports
To find your corporation’s due date, check your corporation's record on the A.C.C.'s business website. Also, if you have an online account, you will be sent email reminders to notify you of your approaching annual report due date.
Yes, you can apply for an Annual Report Extension Request through the ACC's website. The extension, when granted, will be valid for 6 months. However, please keep in mind that the Annual Report fee is still due when applying for the extension. The extension only provides you with more time to file the report.
The corporation bares the responsibility of filing their annual report on or before the due date. However, if you would like to sign up for courtesy reminders, you can certainly do so through the online filing system.
For a for-profit corporation, penalties in the amount of $9.00 per month begin to accrue when the deadline is missed. The amount and timing of the penalties are set by statute. Nonprofit corporations are not assessed penalties.
If the annual report is not received by the assigned due date, the corporation will be sent a delinquency notice and its status will change to Pending Inactive. Approximately 60 days following the first delinquency notice, if the annual report is still not received, the corporation will be sent a final delinquency notice. Approximately 60 days after that, if the annual report is still not received, the entity will be administratively dissolved, pursuant to law.
The annual report, payment of the annual report, and any delinquency fees can be submitted at any time before the date on which the corporation is administratively dissolved. After the corporation is administratively dissolved, reinstatement (in addition to the annual report, fee and penalties) will be required (see the next paragraph).
A corporation that has been administratively dissolved may not conduct any business except that which is necessary to wind up its affairs. An administratively dissolved corporation may, however, apply for reinstatement for a period of six years from the date of administrative dissolution, at a cost of $100.
Benefit corporations must file an Annual Benefit Report once each year pursuant to A.R.S. §§ 10-2441 and 10-2442, in addition to the Annual Report.
Record Requests
In July 2022, the Arizona Corporation Commission was awarded grant funding through the National Historical Publications and Records Commission (“NHPRC”). With the funding, assistance, and support of the NHPRC, the Arizona Corporation Commission digitized its massive collection of microfiche records, which is estimated to contain around 9 million images.
The Arizona Corporation Commission’s microfiche collection contains records from the approximate years of 1900 – 1980. In fact, the collection contains records that predate the statehood of Arizona!
Customers can freely access any of the A.C.C.'s microfiche records through the online filing system. To access a company's historic microfiche records, you simply need to perform a search for the business name, and if that business contains digitized microfiche records, they can be accessed under the business’ document history tab.
There is no fee, wait, or form to access microfiche records. The A.C.C. thanks the NHPRC for making this possible.
Serving legal documents onto a business is referred to as Service of Process. You can serve a business by delivering your legal documents to the physical address of the business's Statutory Agent. The A.C.C. will only accept Service of Process on behalf of corporations if the business has failed to maintain a Statutory Agent. The A.C.C. will not accept Service of Process on LLCs.
To serve a corporation through the A.C.C., you must deliver: 2 copies of the documents being served, a $25.00 payment, and an affidavit of attempted service indicating that you first attempted to service the company's statutory agent and their listed address. For more information, please feel free to contact our Customer Service and ask for the Records Section at 602-542-3026.
Pursuant to its statutory obligation, the A.C.C. will mail a copy of the documents being served to the entity via regular U.S. Mail, and a Certificate of Mailing will be prepared by staff.
By receiving service, the A.C.C does not represent or guarantee that the service is legally valid. The legal validity of service of process in connection with a lawsuit or for legal purposes is determined by the court, not by the A.C.C. For more information, please feel free to contact our Customer Service and ask for the Records Section at 602-542-3026.
Technical or Computer
The A.C.C. offers accelerated services to meet your filing needs. In addition to regular processing and expedited processing times, customers also have the following options available to them under our same day/next day services:
If choosing a 2-hour service, the filing must be received before 3:00pm. If choosing a same day service, the filing must be received before 10:00am. If choosing a next day service, the filing must be received by 5:00pm, the day prior.
Please note that selecting a same day/next day filing does not guarantee the approval of the filing, it only guarantees that the document will be examined by the selected service time. Our staff will make every effort to work with you in a timely fashion in the event that corrections are needed on your document.
Same day/next day filings can be filed online, via fax, or in-person. When filing online, you will be provided with processing time options when checking out, unless the cut-off time has already passed. When filing via fax or in-person, please use a coversheet to indicate your selection of same day/next day service.
Fax for same day/next day filings must be transmitted to: 602-542-0900.
In-person filings may be delivered to our Phoenix or Tucson office locations.
The A.C.C. will not accept same day/next day filings that are delivered via mail, as our staff has no control over the mail delivery system.
Address:
Phoenix Office:
1300 W. Washington St,
Phoenix, AZ 85007
Tucson Office:
400 W. Congress Street,
Tucson, AZ 85701
Phone:
Call Center:
(602) 542-3026
Toll Free In-State Only:
1 (800) 345-5819
Director's Office:
(602) 542-3521
Fax:
(602) 542-4100
Arizona Corporation Commission
Phoenix Office
1200 W. Washington Street
Phoenix, AZ 85007
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