Incorporations in New Jersey

50+ Years of Combined Experience Guiding New Jersey Corporations

Choosing to incorporate is one of the most consequential decisions a business owner makes. The corporate structure separates your personal assets from the obligations of your business, and New Jersey law treats the entity as legally distinct from the individuals who own and operate it. Getting the structure right from the start shapes everything that follows, from how your business is taxed to how ownership can change hands years down the road.

At Reardon Anderson, LLC, our attorneys bring over 50 years of combined experience in business law, commercial transactions, and litigation across New Jersey and New York City. We work with business owners directly, offering firm, collaborative guidance that helps clients make informed decisions rather than discover problems after the fact.

Ready to incorporate your New Jersey business? Call our attorneys at (732) 997-7749 to schedule a consultation and get a clear picture of your formation options.

C Corporation vs. S Corporation: Choosing the Right Structure

The first structural question every business owner faces is whether to form a C corporation or an S corporation. Both provide limited liability protection, shielding owners from personal responsibility for corporate debts where no personal guarantee exists. The differences come down to taxation and ownership flexibility.

C Corporation
A C corporation is taxed as its own entity. The corporation pays tax on its income, and shareholders pay personal income tax again on any profits distributed to them. This “double taxation” is the tradeoff for structural flexibility: C corporations can have an unlimited number of shareholders (including other businesses) and can issue multiple classes of stock. That flexibility makes the C corporation well suited for businesses planning to raise outside capital or pursue institutional investment.

S Corporation
An S corporation avoids double taxation by passing income and losses directly to shareholders, who report them on their personal returns. The IRS imposes eligibility restrictions: S corporations generally can’t have more than 100 shareholders, shareholders must be U.S. citizens or residents, and only one class of stock is permitted. For closely held businesses where owners will retain control and tax efficiency is a priority, the S corporation structure can make more sense.

Both structures require observing corporate formalities. Unlike LLCs or partnerships, corporations must hold shareholder and director meetings, maintain minutes, and keep governance records. These aren’t optional, and failing to observe them can weaken the liability protection the structure is meant to provide.

The Key Steps to Forming a Corporation in New Jersey

Our business attorneys guide clients through each stage of the formation process and walk them through the requirements set by the New Jersey Department of the Treasury. Here is what that process involves:

• Name availability: Before any filing, confirm your desired corporate name is available and meets state naming requirements.
• Certificate of Incorporation: Forming a corporation requires filing a Certificate of Incorporation with New Jersey’s Division of Revenue and Enterprise Services. This document establishes the corporation’s name, purpose, registered agent, and authorized shares.
• Registered agent: New Jersey requires every corporation to designate a registered agent with a New Jersey address to receive legal documents and official state correspondence on the business’s behalf.
• Corporate bylaws and stock issuance: After formation, the corporation must adopt bylaws governing its internal operations and issue stock to shareholders to complete the governance structure.
• Employer Identification Number: The corporation needs a federal Employer Identification Number from the IRS for tax filings, opening business bank accounts, and securing financing.

We draft and review formation documents and business agreements to make sure they’re enforceable and structured to protect your long-term interests, not just to satisfy a minimum filing requirement.

Post-Incorporation Compliance Under the New Jersey Business Corporation Act

Formation is the beginning, not the finish line. New Jersey corporate law is governed by the New Jersey Business Corporation Act, which establishes ongoing requirements for reporting, record-keeping, and maintaining good standing with the state. Our attorneys stay current on changes in New Jersey business laws and filing requirements so clients can avoid compliance failures.

Two obligations stand out for newly formed corporations. First, New Jersey requires corporations to file an Annual Report with the Division of Revenue and Enterprise Services each year. A corporation that misses this filing for two consecutive years risks administrative dissolution by the state. Second, corporations are subject to New Jersey’s Corporate Business Tax framework rather than a standard personal income tax structure, so tax planning should account for both state and federal obligations from day one.

Why New Jersey Business Owners Work With Reardon Anderson, LLC

Our team approach means your matter isn’t handled by a single attorney working in isolation. We build in individualized attention and draw on the firm’s broader experience across business law, commercial transactions, and litigation when it adds value. That transactional and litigation background informs how we approach formation: we don’t just file documents, we help you anticipate the structural decisions that tend to create disputes or complications later.

Clients who come to us for incorporation often return when the business faces contract negotiations, financing questions, or disputes down the road. That continuity comes from an approach built around their long-term interests from the start, with strategic, common-sense roadmaps that account for challenges before they become problems.

Start Your New Jersey Incorporation With a Consultation

Whether you’re choosing between a C corporation and an S corporation or you’re ready to file and want attorneys who can handle the details correctly, Reardon Anderson, LLC is ready to help. Reach out by phone or through our contact form to schedule a consultation.

Contact Reardon Anderson, LLC today at (732) 997-7749 to discuss incorporating your business in New Jersey.