North Carolina · How do I start a business? · state model checked by Claude · quality 0.99
Generated by lexflow from the state statutes (open-us-law, government publisher text) and checked by Claude: every quoted phrase was matched word for word against the statute text, and the process passed the BPMN/DMN schemas, bpmnlint and a Petri-net soundness check. Information, not legal advice.
Governing law: N.C. Gen. Stat. § 57D-2-20 — Formation.
Decision table (DMN), hit policy FIRST.
| Name satisfies G.S. 55D-20 and 55D-21 | Name, address and capacity (member or organizer) of each person executing the articles | Registered office street and mailing address, county, and initial registered agent stated | Principal office address and county stated, if there is a principal office | Signed, with the signer's name and capacity stated | Accompanied by the applicable fees | → Articles entitled to filing | Source |
|---|---|---|---|---|---|---|---|
| false | - | - | - | - | - | false | § 57D-2-21(a)(1) |
| - | false | - | - | - | - | false | § 57D-2-21(a)(2) |
| - | - | false | - | - | - | false | § 57D-2-21(a)(3) |
| - | - | - | false | - | - | false | § 57D-2-21(a)(4) |
| - | - | - | - | false | - | false | § 55D-10(b)(6) |
| - | - | - | - | - | false | false | § 55D-10(b)(8) |
| true | true | true | true | true | true | true | § 55D-15(a) |
Decision table (DMN), hit policy FIRST.
| Organized for a nonprofit or charitable purpose | Owners render a licensed professional service | Number of owners | Owners want protection from the business's debts | Plans to sell shares to outside investors | Some co-owners will be passive investors only | → Business structure | → What is filed, and where | → State filing fee | Source |
|---|---|---|---|---|---|---|---|---|---|
| true | - | - | - | - | - | Nonprofit corporation (Chapter 55A) | Articles of incorporation, delivered to the Secretary of State for filing | $60 (§ 55A-1-22(a)(1)) | § 55A-2-01 |
| false | true | - | true | - | - | Professional corporation (Chapter 55B, formed under the Business Corporation Act) or professional limited liability company (§ 57D-2-02); in a professional corporation at least one incorporator, every shareholder (except as § 55B-6 permits), and at least one director and one officer must be licensees (§ 55B-4(1)-(3)); a professional LLC's name must contain the word Professional or the abbreviation P.L.L.C. or PLLC (§ 57D-2-02(a)(10)) | Professional corporation: articles of incorporation designating the professional services, accompanied by the licensing board's certification that share ownership complies (§ 55B-4(4)); professional LLC: articles of organization stating the professional services to be rendered (§ 57D-2-21(a)(5)), likewise accompanied by the licensing board's certification, because Chapter 55B applies to professional LLCs with articles of incorporation read as articles of organization (§§ 57D-2-02(a)(2), 55B-4(4)); both filed with the Secretary of State. Either entity also needs a certificate of registration from its licensing board before opening an establishment (§ 55B-10, applied to LLCs by § 57D-2-02(a)) | $125 for articles of incorporation (§ 55-1-22(a)(1)) or articles of organization (§ 57D-1-22(a)(1)); licensing board registration fee up to $50 for either a professional corporation or a professional LLC (§ 55B-10; § 57D-2-02(a)) | § 55B-4 |
| false | - | - | true | true | - | Business corporation (Chapter 55) | Articles of incorporation, delivered to the Secretary of State for filing | $125 (§ 55-1-22(a)(1)) | § 55-2-01 |
| false | - | >= 2 | true | - | true | Limited partnership (each general partner is named in the certificate, § 59-201(a)(4); a limited partner is not liable for the partnership's obligations by reason of being a limited partner, § 59-303) | Certificate of limited partnership, executed and filed in the office of the Secretary of State; to be a limited liability limited partnership from formation, the application for registration is included in the certificate (§ 59-201(e)) | $50; $125 if the certificate includes an application for registration as a limited liability limited partnership (§ 59-1106(a)(1), (2)) | § 59-201(a) |
| false | - | - | true | - | - | Limited liability company | Articles of organization, delivered to the Secretary of State for filing | $125 (§ 57D-1-22(a)(1)) | § 57D-2-20(a) |
| false | - | 1 | false | - | - | Sole proprietorship | No formation filing; before doing business under any name other than the owner's real name, the owner must file an assumed business name certificate with the register of deeds of the county where the business is or will be engaged in business (one county suffices if several, § 66-71.4(a)) | None to form; the register of deeds' fee for filing an instrument if trading under an assumed business name (§ 161-10(a)(1): $26 for the first 15 pages) | § 66-71.4(a) |
| false | - | >= 2 | false | - | - | General partnership | No formation filing: an association of two or more persons to carry on as co-owners a business for profit is a partnership (§ 59-36(a)). A partnership doing business under a name other than the real names of each general partner must file an assumed business name certificate with the county register of deeds (§§ 59-84.1(a), 66-71.3(1)b, 66-71.4(a)). Optionally, the partnership may become a registered limited liability partnership by filing an application with the Secretary of State, on terms approved as the partnership agreement provides or, failing that, as needed to amend it (§ 59-84.2(a), (a1)) | None to form; the register of deeds' fee for filing an instrument if trading under an assumed business name (§ 161-10(a)(1): $26 for the first 15 pages); $125 for an optional application for registration as a registered limited liability partnership (§ 59-35.2(a)(11)) | § 59-36(a) |