C Corporation
Forming and running a US corporation, step by step
A C corporation is the structure investors expect, the structure that issues stock, and the structure with the most formality. This course covers the whole lifecycle, from deciding whether you need one to running the annual governance calendar.
Quick answers
Who needs a C corporation?
Businesses planning to raise venture capital, issue stock options to employees, bring in many or foreign shareholders, or eventually go public.
What is double taxation?
The corporation pays tax on its profit, and shareholders pay tax again on dividends they receive. Retained earnings reinvested in the business are not taxed twice.
Is incorporation harder than an LLC?
The filing itself is similar. The difference is what comes after: directors, bylaws, an organisational meeting, share issuance and ongoing minutes.
Which state?
Operating businesses usually incorporate where they operate. Companies raising institutional investment often incorporate in Delaware because investors are familiar with its corporate law.
Course lessons
- 1What is a C corporation?Separate legal person, separate taxpayer, separate rulebook.
- 2Who should consider a C corporation?When the extra formality earns its keep.
- 3Choosing your state of incorporationHome state, Delaware, and the cost of operating elsewhere.
- 4Corporate naming rulesDesignators, distinguishability and restricted words.
- 5Registered agent for a corporationThe same requirement as an LLC, with the same consequences.
- 6Filing the Articles of IncorporationThe document that creates the corporation, field by field.
- 7Directors, bylaws and the organisational meetingTurning a filed shell into a functioning company.
- 8Issuing stock and capitalisationGetting shares into founders' hands correctly.
- 9EIN, bank account and licencesThe practical setup after incorporation.
- 10Federal corporate taxationHow a C corporation is taxed and where the second layer comes in.
- 11State taxation for corporationsIncome tax, franchise tax and where nexus arises.
- 12Annual reports and franchise taxThe state filings that keep the corporation in good standing.
- 13Ongoing corporate complianceGovernance habits that protect the corporate shield.
Want us to incorporate for you?
You can incorporate directly with the state using the steps in this course. If you would prefer, Gullia Filing prepares and files the Articles of Incorporation, supplies bylaws and organisational resolutions, obtains your EIN and acts as your registered agent.
Official sources
Last reviewed: September 2026