Dealing With Your State Corporation Commission

by: Bonfiglio & Asterita, LLC.
Bonfiglio and Asterita, LLC NY Attorneys at Law
Bonfiglio and Asterita, LLC NJ Attorneys at Law

No matter what type of business you’re in, sooner or later you have to deal with the State Corporation Commission (SCC) or Secretary of State. These offices handle the formalities of setting up and maintaining a business, whether it’s a partnership, corporation, limited liability company or other entity.

You or someone you designate must deal with this organization when you start a business, as well as from year to year as you file annual reports, pay fees, change directors, issue shares and take care of other tasks. Whether or not you handle these jobs yourself or delegate them, it’s a good idea to understand what’s involved:

The SCC regulates business and economic interests. The office does everything from set utility rates to serve as a central filing agency for corporations and Uniform Commercial Code transactions. If you continue to hand over checks and fill out the required forms each year, your corporation will continue to exist, at least on paper.

Basic Paperwork
At the heart of corporate filings are the Articles of Incorporation, which put your company on the map. They contain the business name, address, number of stock shares authorized, registered agent and members of the board of directors. In some states, articles need to be published in a newspaper.

Most states require you to file an annual report and pay a yearly fee, often based on the number of shares your company can issue. There are frequently different fees for non-stock corporations, limited liability corporations, etc. You’ll also be in touch with the SCC if there are changes to your Articles of Incorporation or if you want to dissolve the corporation.

CommunicatingWhile SCC paperwork can be seen as the reason why many trees die, you can frequently take care of business using the Internet, e-mail, or fax. Most state offices have Web sites with forms and instructions that you can print or download. Many sites also feature “frequently asked questions” so you don’t have to spend as much time on hold.

Most SCCs have made required record-keeping more user-friendly, thanks to the information they have on the Internet. Consult with your attorney to ensure you are following the requirements in the states where you do business.

More Suggestions On Communicating With SCC Offices

  • Try the Web site first. If you can’t find the information or form you need there, try the toll-free number. After being on hold for awhile, try calling the regular number.
  • Have a system for tracking filing deadlines. Don’t let your company slip out of good standing.
  • Do your best to be friendly to state workers giving you a hard time. You may have to deal with these people more than once.
  • Keep an index of names and phone numbers of people who’ve been helpful to you.


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