In Arizona, any business owner can form a new corporation or limited liability company (LLC). This blog will identify the decisions you need to make and outline the steps required to form a for-profit entity with the Arizona Corporation Commission (ACC). 

If you are looking to form a nonprofit entity, please contact the Law Office to discuss before completing any online formation. 

Initial decisions to make before you file

1.      Check for name availability. Before you begin, make sure that the name you want for your new entity is available. Click here to enter your desired name and click “Name Availability Check” at the bottom of the page. ACC Name Availability   

2.      Decide if you want to form a corporation or LLC. (Advice on this question is beyond the scope of this blog.) Other entity forms, such as different types of partnerships, can also be formed through the ACC.

3.      Determine who your owners, officers, or directors are. These people will most likely be considered Beneficial Owners of your entity, under the Corporate Transparency Act. (See other blogs on the Law Office website for information on this new Federal law.)

a.      For a corporation, you must name at least one director, and you can name any officers you have already appointed.

b.      For an LLC, you must decide what form you will have:

i.     For Member-Managed, you must name at least one member.

ii.     For Manager-Managed, you must name at least one manager. You can name the Members if you choose.

4.      Determine who will serve as the Statutory Agent. The purpose of a Statutory Agent is to accept service of process if your entity is named in a lawsuit. The Statutory Agent’s address must be listed on the ACC website, and cannot be a P.O. Box, because a process server must be able to serve the Statutory Agent in person.  An officer, director, member or manager, in their individual capacity, or any person over 18 with a physical address in Arizona can serve as the Statutory Agent, or you can hire a third-party or different entity to fulfill this role. The Statutory Agent does not have any actual liability for the lawsuit; their role is simply to accept the papers and transmit them to the entity representative.

5.      Determine what addresses you will use. Remember that all information you enter on the ACC website is public. You can use your home address, if you want. If you have an office address that is already public, you can use that. But if you want to keep your office and/or home address private, you will need to get an Arizona P.O. Box to use for your entity’s address and for your address. If you take this route, you will need to have someone else serve as the entity’s Statutory Agent, so that you can file the Statutory Agent’s public physical address with the ACC. 

6.      Decide who will do the entity formation. For an LLC, you have an Organizer; for a corporation, you have an Incorporator. This person can be an officer, director, member or manager, or any outside third party. This person will be considered the Company Applicant when your entity files its Beneficial Owner Information pursuant to the Corporate Transparency Act. 

7.      And for a corporation only….

a.      You will determine how many shares and what class of shares you will authorize. After the entity is formed, you will separately issue shares to shareholders. 

b.      Additionally, as part of the online filing, you will be required to complete a Certificate of Disclosure for all directors and officers that are listed in your filing. Click here to see the questions that you will need to answer online. Certificate of Disclosure 

Filing with the ACC

8.      First, create an ACC account. Once you have your entity’s name selected, click here to create an online account so that you can use the ACC website to form and maintain your entity. ACC Registration

9.      Form your entity. Once you are logged in, and are on the “My Dashboard” page, click “Online Services,” then “Start a New Business.” You can click “Frequent User” and the wizard will present the forms for entering the information regarding the controlling persons and the Statutory Agent and their addresses. If you would like the ACC system to walk you through the steps, click on “Guide Me.”

10.  Pay for the filing. After approving the information, follow the prompts to pay for the online formation.

11.  Statutory Agent Acceptance. Your named Statutory Agent will immediately receive an email from the ACC to accept the appointment. They must accept within 7 days or the entity’s filing will be rejected. 

How can the Law Office of Wendy Anderson help?

• Serve as your entity’s Statutory Agent.
• Provide counsel regarding what type of entity might best fulfill your business objectives.
• Provide counsel regarding your obligations for reporting pursuant to the Corporate Transparency Act and assist in identifying your Beneficial Owners.
• Provide information in the form of articles on the firm’s website to explain the Corporate Transparency Act and your obligations as an officer, director, member or manager of an Arizona entity.
• After your entity is formed, the firm can assist with changes to the information and in filing amendments or annual reports with the ACC.

The firm does not serve as an Organizer or Incorporator when initially forming your entity and does not assist in the online formation process.

Please understand that the above does not constitute legal advice and there is no attorney-client relationship created when you read this article or if you follow the steps herein; this is only information regarding how to form a new Arizona entity yourself. 

Once your entity is approved by the ACC, the Law Office would be happy to assist with any other legal business or employment questions or matters that arise. Just give a call or schedule an appointment!

NOTE: THIS ARTICLE IS FOR GENERAL INFORMATIONAL PURPOSES. IT DOES NOT CONSTITUTE LEGAL ADVICE, NOR DOES IT CREATE AN ATTORNEY-CLIENT RELATIONSHIP. EACH SITUATION IS DIFFERENT. YOU SHOULD CONSULT WITH AN ATTORNEY TO DETERMINE YOUR LEGAL RIGHTS, REMEDIES, AND DUTIES.

By Wendy M. Anderson, Esq.
Law Office of Wendy Anderson, PLLC

480-825-4509

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