The process for doing business in New Jersey is simple and inexpensive. However, unregistered companies cannot do business or advertise in New Jersey.
Registered businesses must also use the official name on their application when conducting business in the home state.
Formation and Registration
In order to do business in the state of New Jersey, you must register your company with the New Jersey Division of Revenue and Enterprise Services (DORES).
This is done by filling the application form and paying a nominal fee.
You must file the following documents with DORES:
- Articles of incorporation, certificate of election and designation, and reporting statement for a corporation;
- Certificate of existence or authorization and filing statement for a limited liability company;
- Articles of organization or association (for limited partnerships);
- Filing statement for a general partnership;
- Certificate of limited partnership (for limited partnerships).
In addition to these specific applications, you may be required to file tax registration forms with the state.
You must submit a completed and signed application to DORES, along with the appropriate fee.
Once your application is approved, you will receive a certificate of formation or registration. This document is proof that your business is legally registered and in good standing with DORES.
New Jersey’s Online Business Registration
New Jersey’s online business registration is available to companies that want to register and file their documents online.
Once you create a user account and file your corporate information, you can either print and mail your signature page or submit it electronically.
If you choose to submit your application for signature electronically, DORES will send an email certification that your signature has been accepted.
Once this happens, you should keep this document in a safe place since it is used as proof of filing with the state.
New Jersey’s Electronic Filing System
The New Jersey Electronic Filing System (NJ EFAST) is a secure system designed to allow businesses to file their corporate documents online.
Here, businesses will be able to apply for registration through their business bank account and then receive instructions for filing by mail.
In addition, they will receive status updates on their applications as well as the extra document needed to complete the process. NJ EFAST is available for free use by all registered businesses in New Jersey.
New Jersey Statutes require all businesses to register with the state and file all required documents. With this in mind, DORES created a website specifically for doing business in New Jersey.
The new website is easy to navigate and has a variety of resources and forms that are designed to help businesses in the state establish their legal presence without getting lost.
Types of Businesses That Need to Register
Any person, corporation, or other entity that is doing business in New Jersey must register with the state and file the appropriate forms.
This applies even if the business is located outside of New Jersey but has contracts with the state.
The New Jersey Department of State has several resources and forms that provide information on how to start a business in New Jersey.
The following are descriptions of each type of business entity:
New Jersey statutes require corporations to register with the state and file required forms and documents.
Corporations are not limited to only a single class of ownership, such as one owner, and may have more than one class of shareholders.
Limited Liability Company (LLC)
Similar to corporations, limited liability companies (LLCs) must register with the state and file required forms.
The owners of an LLC are not liable for the debts or actions of the LLC. An LLC may be established by one or more individuals, by a corporation, or by another business entity.
Limited Partnership (LP)
Partnerships must register with the state and file the required forms. Partnerships are not limited to only one class of ownership, such as one owner, and may have more than one class of shareholders.
The name of a limited partnership may not include the words “partnership” or “and” in its title.
General Partnership (GP)
General partnerships must register with the state and file required forms. Unlike a limited partnership, individual partners are not liable for the actions or debts of the partnership.
Partnerships may be formed by individuals, corporations, or other business entities.
Benefits and Drawbacks of Starting Business in NJ:
There are several benefits to incorporating in New Jersey, including:
- no minimum annual fee
- no minimum initial filing requirement
- limited liability
- municipal taxes are significantly lower than the federal level
There are also several drawbacks, including:
- federal income tax is higher for corporations than for sole proprietorships or general partnerships
- having to comply with annual filing requirements
- having to pay franchise taxes and minimum franchise taxes at varying rates depending on the nature of your business structures
How start a business in NJ?
You can start a company in New Jersey by filing the appropriate paperwork with the state. Filing is done by submitting Articles of Incorporation, Certificate of Election and Designation, and Reporting Statement for a Corporation.
Also, Certificate of Existence or Authorization and Filing Statement for a Limited Liability Company; Articles of Organization or Association (for Limited Partnerships); Filing Statement for a General Partnership; or Certificate of Limited Partnership (for Limited Partnerships) to the Department of Revenue and Enterprise Services.
Further, we provided some tips and advice to guide you through this process.
Choosing a Name For Your Business
As a new business owner, choosing a business name is one of the most important decisions you make. Be sure you choose a unique name so that you do not have to worry about any disputes in later years.
The Department of State found that those with businesses in New Jersey are most concerned about avoiding the ‘incest’ of similar names in the marketplace.
The Census Bureau has identified ’76 million U.S. households and 8.3 billion U.S. business names.’
When choosing a business name, you should select one that is:
- Distinctive – not too similar to others in the marketplace;
- Memorable – easy to say and remember;
- Descriptive – gives consumers information about what your business does; and
- Easy to spell – helps customers find you.
You may not use the words “corporation,” “incorporated,” “company,” “limited,” or “co.” as part of your company name.
Develop an Alternate Name (DBA)
If your business name is not unique, you may consider using a DBA (Doing Business As) or DUNS number. Do this prior to starting your company, rather than waiting until after the fact or after receiving complaints.
A DBA is a name that you use in lieu of your own business name for all legal purposes. When you register, be sure to follow the same guidelines as you would when registering your own business name (e.g. must not contain terms other than those commonly used in business names, etc.).
DUNS numbers are issued by Dun & Bradstreet and are required for doing business with many government state agencies.
Complete Business Registration Application (NJ-REG)
Use the Business Registration Application (NJ-REG) to register your business with the Department of Revenue and Enterprise Services.
You may use this form for registration in either a sole proprietorship or a general partnership with limited liability. The company officer (such as the president or secretary) is required to sign this form.
The Certificate of Election, Designation and Reporting Statement should be filed to establish the corporation.
This certificate must include the name of the corporation, information about the registered agent, and how often reports should be submitted to the Department.
Complete a Public Records Filing for New Business Entity
If you choose to open a new business in New Jersey, the filing of the public record is required to be completed as soon as possible after forming your business.
This is necessary so that your company may receive an Employer Identification Number (EIN). The public records filing takes approximately 10 days to complete.
Registration and Filing of Articles of Organization and Articles of Merger
The Articles of Organization and the Articles of Merger together are known as the Certificate of Formation. Each entity must file this certificate with the Department.
In certain instances, more than one entity may be included within one Certificate of Formation. In these instances, the Certificate of Formation must be separated by a space.
The Articles of Organization and the Articles of Merger must be completed to register for corporate tax purposes.
The articles are used if a business is being reorganized or merged into another entity or an existing company. If no articles are required, they should not be filed with the Department.
Business Registration Certificate
It is necessary that you file the Business Registration Certificate with your company’s articles. You are required to sign this form and attach a copy of your Articles of Incorporation with the filing.
You are also required to attach a list of the business names that your company owns.
Obtain an Employer Identification Number from the IRS
Your business must also apply for an EIN with the IRS to register with the Department of Revenue and Enterprise Services.
Waiting for your EIN number can take as long as five days. It is highly recommended that you apply for an EIN number as soon as possible after incorporating.
Obtain a Federal Tax ID Number from the IRS
The Federal Tax ID Number is used to report federal taxes for a business. You may not use your Social Security number to pay any taxes.
You are required to attach certain documents with your application, such as the Certificate of Organization and other information related to the business name.
Proof of Registration
All businesses in New Jersey are required to submit proof of their registration to the Department. This can be a copy of your Certificate of Organization, Designation and Reporting Statement, etc.
The proof of registration will indicate when the basic business information was submitted by your company and will verify that you are legally registered with the State.
Costs and Fees for New Jersey Incorporation
The filing fee for the New Jersey Business Division is $145 ($110 for corporations and $35 for Limited Liability Companies). There are, however, several other fees associated with incorporation. These include:
- $2.10 for the designating filing fee
- $50.00 for the monthly reports
- $5.00 for the annual report
- $4.00 for IDRS (individual taxpayer identification and return service system)
- For corporations, there is an additional $35.00 for the Certificate of Election, Designation, and Reporting Statement, which is required with the Articles of Organization.
A corporation may be required to pay annual dues to maintain its status as a registered business. These include:
- $25.00 for the annual tax return
- $15.00 for the mailing fee (this fee applies only to corporations with less than $100,000 in gross receipts)
- $2.50 for paid tax copies
- $50.00 for the Certificate of Election, Designation, and Reporting Statement
New Jersey corporate taxes include 2% in personal income tax and 4% in sales tax.
Net income after all deductions is subject to New Jersey personal income tax at a rate of 8%.
NJ Business Taxes:
All businesses in NJ are required to file an annual return with the Department of Revenue. The tax year runs from April 1 to March 31.
You will need to file your Annual Return and pay taxes on or before April 15 for most companies.
Any late payments are subject to a penalty of $75 for every 30 days that taxes are not paid. The total fee for filing is $56.
Once you have your business registered, you are required to open a separate unemployment insurance account.
This is separate from an individual worker’s account. In addition, you are required to file a monthly unemployment tax report.
Contribute to the Unemployment Insurance Fund
The New Jersey Unemployment Compensation Act requires that all employers pay into this fund and use it when a worker has lost his job.
You must make this payment every week or every other week depending on how many employees you have. This amount depends on the number of employees your company has.
For instance, when you register your business with the Department in New Jersey, you are also required to provide an employer identification number (EIN).
This is used to contribute to the unemployment insurance fund. The percentage you must pay into the unemployment insurance fund is determined based on the number of employees.
New Jersey is a business-friendly state. You have the right to form a company in New Jersey, operate it without any legal issues, and provide the employees with the right working conditions.
There are many requirements when starting your business in New Jersey. Should you need any advice, review the information provided above.
Should you have any concerns about your future business growth in New Jersey, consult with an attorney to ensure that you are abiding by all necessary regulations and requirements.