1300 W. Washington Street
Phoenix, AZ 85007-2996
How and where do I submit documents for filing?
It is highly recommended that you submit your filings on the A.C.C.'s website, eCorp. The eCorp website will allow you to create an account in order to file your documents online. Filing online is fast, simple and convenient. In fact, some online filings can be made instantaneously; whereas, filing via mail or fax will require a wait time. Also, when you file online, the filing system will ensure that you complete all of the required fields and it will provide helpful commentary along the way to make sure your filing gets done properly.
Of course, as an alternative, you can also file your documents via mail or fax. If you file via mail or fax, there's a few things to keep in mind. First, please ensure that your filing is accompanied by a cover sheet, which should include all of the submitter's information. Also, if you are filing via mail, please ensure that all the required documentation and filing fees are enclosed. Cash cannot be accepted via mail. If you are filing via fax, please be aware that you must have a Money-on-Deposit (MOD) account in order to pay for your filing. If filing via fax, you can submit your filing to: 602-542-4100.
Lastly, please be aware that A.C.C. staff cannot assist you in preparing your filings. If you have formation, tax, or legal questions, it is strongly recommended that you consult with an attorney or tax professional before submitting your filing.
Mailing Address:
Arizona Corporation Commission Corporations Division
1300 W. Washington St.
Phoenix, Arizona 85007
Why won't A.C.C. staff help me fill out my form?
A.C.C. staff are not licensed to practice law and are not licensed document preparers. As such, we cannot give you advice or assist with the preparation of your documents. The forms we provide have detailed Instructions, which are intended to assist in your filing needs.
As an alternative to filing out paper forms, please consider completing your filing online at eCorp. The online system is designed to ensure that your online filing meets the minimum statutory requirements.
The particular form you file depends upon what action is being taken and what the entity type is or will be (corporation or LLC). There are separate forms for corporations and for LLCs. Be sure and use corporation forms for a corporation, and LLC forms for LLCs. The document will be rejected if the form type does not match the entity type, and filing fees will not be refunded.
You are strongly encouraged to submit all your filings electronically by using our online system, eCorp. When filing online, the eCorp system will assist you in selecting the proper filing for your particular needs.
If you would still like to submit your filing using a paper form, you may find a list of our downloadable forms and instructions here: Paper Forms. Please note that you will need to login to your eCorp dashboard in order to access the downloadable forms.
Do I have to use the A.C.C. forms?
The A.C.C. forms were designed to ensure compliance with statutory filing requirements. In other words, the A.C.C.'s forms have all the requirements needed in order to get your filing approved. However, our forms are not required and you may file your own forms if you choose to. Just keep in mind that your forms must meet all the statutory requirements pursuant to Arizona law.
No, fees are not refundable. Pursuant to Arizona law, filing fees are not refundable or transferable.
What payment methods are acceptable?
For a full description of acceptable payments, please click here.
What is a money-on-deposit ("MOD") account?
The A.C.C. accepts deposits of monies to be used for filing fees on our eCorp system. The monies are deposited into Money-On-Deposit (“MOD”) accounts in the name of the holder of the account. Each account has monthly statements issued showing the monthly transactions.
Anyone can establish a MOD account, although typically it is only done by persons who frequently file documents with the A.C.C. There is no minimum balance. If the account does not have an adequate balance when documents are filed, those documents will be rejected for nonpayment of filing fees. It is up to the MOD account holder to determine whether adequate funds exist in the account – the A.C.C. does not monitor accounts for that purpose and no notices will be sent.
Use the eCorp MOD Account feature to create a MOD Account. Upon accessing your eCorp Dashboard, you will find the ability to set up a MOD Account by clicking Online Services, then Service Requests.
How long will it take to process my document?
The A.C.C. refers to "processing time" as the estimated number of days it will take for our staff to review your filing. Due to the volume of documents that the A.C.C. receives, we do offer several options when determining the level of speed in which you would like your document to be reviewed.
Depending on the type of filing you are completing, you are generally able to select from the following options:
For more detailed information, please visit our processing times link, which is updated at the beginning of each week. If you are interested in more information about our Same Day/Next Day services, please visit the following link.
What is the difference between a corporation and a limited liability company?
Although both are business types, there are significant differences between corporations and limited liability companies. To determine which type is right for you, you may want to consider consulting with a qualified professional such as an attorney or tax expert.
As a general description, corporations are owned by its shareholders and they are managed by its officers and directors. On the other hand, LLCs are owned by its members and they are managed by a manager(s) or its members. Corporations allow for an unlimited amount of shareholders and there is no restriction on who can hold shares. LLCs do not issue shares but they can have multiple owners, called members, who all own a percentage of the company.
In addition to the above, there are extensive tax and liability differences between the two entity types.
An EIN (Employer Identification Number) is obtained from the Internal Revenue Service, www.irs.gov. The I.R.S. has information on its website on how to apply online for the EIN. A TIN (Taxpayer Identification Number) is issued by the Arizona Department of Revenue, www.azdor.gov. The Arizona Corporation Commission has no association with the issuance of EINs and TINs.
For LLCs, the location of your business is referred to as the "Principal Address." For Corporations, the location of your business is referred to as the "Known Place of Business."
If you have an LLC, the statutes allow your Principal Address to be anywhere. Although the Principal Address is intended to reflect the location of the business, if you have an internet based business, you will need to give consideration to which address you use. Please be aware that your Principal Address is a public record and is viewable online. Therefore, you may want to consider using an address different from your home address if you have an internet based business and if you are not comfortable using your home address as a public record. If you have an internet business, you may consider using a P.O. Box or the address of your Statutory Agent, if permissible.
If you have a Corporation, the statutes indicate that your Known Place of Business must be a physical address within Arizona. For Corporations, you must use a physical street address. P.O. Boxes and personal mailboxes are not permissible. Please be aware that your Known Place of Business address is a public record and is viewable online. Therefore, in the event that you have an internet based company and you are not comfortable using your home address as a public record, you may want to consider using the physical street address of your Statutory Agent, if permissible.
Will my name and address be viewable by the public?
Names and addresses provided on documents that are filed with the A.C.C. are public record. In fact, all filings received and processed by the A.C.C. are considered public records and are viewable to the public. The A.C.C. is required by law to provide access to public information.
Do I have to publish my document?
By law, certain documents must be published in a newspaper of general circulation or posted to the A.C.C.'s database. The determining factor typically depends on the county where the business or statutory agent are located. Following the approval of your filing, the A.C.C. will inform you by letter if your document is required to be published.
Where do I publish a document?
If you received a letter from the A.C.C. notifying you that your document must be published, please feel free to view a list of newspapers in general circulation. The list of newspapers is provided as a public courtesy, as the A.C.C. does not endorse or have affiliation with any particular newspaper.
What do I do with the Affidavit of Publication from the newspaper?
Although it is not required, many customers choose to file their Affidavit of Publication with the A.C.C. The Affidavit of Publication is provided by the newspaper as verification of the publication. If you choose to file this document with the A.C.C., it will be placed into your business' filing history and it will be viewable as public record. If you do not file the Affidavit of Publication with the A.C.C., you should retain it as part of your business' records.
How do I correct an error in a document?
You may correct inaccurate or non-substantive errors on a filing through a Statement of Correction. A Statement of Correction is used when the alteration does not materially alter any substantive provision of the original filing. For example, you may file a Statement of Correction if you need to correct a minor typographical error such as a misspelling of a name or the erroneously listed numbers of an address.
As long as the Statement of Correction does not intend to substantively change original information, then this filing can be used to correct small, erroneous defections.
You may file a Statement of Correction online by using the eCorp system. In your eCorp Dashboard, find the link for Online Services. Next, click the option for Other Updates. Finally, click the link that says To Make a Correction.
The A.C.C. misspelled my information - how do I get that corrected?
If you have identified that the A.C.C. made an error when entering the information on your filing, please feel free to call or email us at 602-542-3026 or answers@azcc.gov, so that we may quickly resolve the matter for you.
My business was administratively dissolved - what do I do?
Administrative dissolution will only occur if a business fails to meet certain statutory requirements. For example, a corporation fails to submit an annual report or a business fails to pay their statutory filing fees. If a business has been administratively dissolved, that business may not conduct any business or affairs, except that which is necessary to wind up their business affairs.
A business may apply for reinstatement as long as the administrative dissolution occurred within the last 6 years. Please note that there is a reinstatement fee of $100.00, which is in addition to any filings or fees that may be past due. If the administrative dissolution occurred more than 6 years ago, the business will need to apply for a new formation as they are no longer eligible for reinstatement.
My company is out of business - should I let the business be administratively dissolved?
No. If your company is going or has gone out of business, you should take the proper steps to voluntary terminate or dissolve your business.
There have been situations where companies that went out of business were reinstated by persons who were not associated with the original business. This is called business identify theft. To help not become the victim of business identity theft, it is crucial that you properly terminate or dissolve your business.
For LLCs that intend to go out of business, you should submit Articles of Termination. For corporations that intend to go out of business, you should submit Articles of Dissolution.
Find the category of Service of Process under the SERVICE feature for detailed information on serving an entity through the A.C.C.
How can I get a W-9 from the Arizona Corporation Commission?
Click here for the W-9 form from the Arizona General Accounting Office.
A Statutory Agent is a person or business that has a physical address in Arizona. A Statutory Agent's responsibility is to accept Service of Process or legal documents on behalf of a corporation or limited liability company.
Every corporation and limited liability company is required to appoint and maintain a Statutory Agent at all times. Failure of a business to maintain a Statutory Agent will result in the business being administratively dissolved.
If a Statutory Agent is an individual, that person must be 18 years of age and reside in Arizona. If a Statutory Agent is a business, that business must have an address in Arizona and must be authorized to transact business in this state.
A Statutory Agent may be:
Does the statutory agent have to sign anything?
Yes. The Statutory Agent must sign and accept their appointment. If the business is formed online through the ACC's eCorp system, the Statutory Agent can simply accept their appointment through their eCorp dashboard. If the business is formed via paper filing, the Statutory Agent will need to submit an acceptance form, which can be found here.
How do I appoint a different statutory agent?
To appoint a new statutory agent, a Corporation or LLC may file a Statement of Change.
You may find it most convenient to submit a Statement of Change by using the ACC's online eCorp system. From your eCorp dashboard, please find the link for Online Services, then click the option that says, Change Addresses or Statutory Agent. When submitting your Statement of Change online, you can conveniently enter the name and email address of your new statutory agent, who will be sent an email prompting them to complete their online appointment acceptance.
Alternatively, you may choose to file your Statement of Change by delivering paper documents to the ACC. If you choose to file via paper, please keep in mind there is a different Statement of Change form for LLCs and Corporations. Please ensure that you complete the proper form depending on whether you have an LLC or Corporation. Lastly, your Statement of Change needs to be accompanied by a Statutory Agent Acceptance form regardless if you have an LLC or Corporation.
How does a statutory agent resign?
In order to resign, a statutory agent must submit a Statement of Resignation to the ACC. If filing online using the ACC's eCorp system, simply navigate to the Online Services link, then click Change Addresses or Statutory Agent.
Alternatively, if you choose to file via paper, you may submit a Statement of Resignation form to the ACC. Please keep in mind there is a Statement of Resignation form for Corporations and LLCs. Please ensure that you file the proper form depending on whether you have a Corporation or LLC.
How do I change the statutory agent's address?
To change the statutory agent's address, a Statement of Change needs to be filed.
You may find it most convenient to submit a Statement of Change by using the ACC's eCorp System. From your eCorp dashboard, please find the link for Online Services, then click the option that says, Change Addresses or Statutory Agent.
Alternatively, you may choose to file your Statement of Change by delivering paper documents to the ACC. If you choose to file via paper, please keep in mind there is a different Statement of Change form for LLCs and Corporations. Please ensure that you complete the proper form depending on whether you have an LLC or Corporation.
How do I reserve a corporation or LLC name?
If you have intentions of creating a corporation or LLC at a later time but would like to reserve a name for it now, you may do so with a name reservation. A name reservation is not required to form a business. A name reservation simply holds your name for up to 120 days. For information on name criteria or requirements, please click here.
Is a name reservation required?
No. A name reservation is not required. It simply holds your entity name for 120 days.
What are the naming requirements for entities?
There are different requirements for corporations and LLCs. In general, entity names must be distinguishable from other existing entity names or trade names, and must contain certain entity “identifiers,” such as “Inc” for a corporation or “LLC” for a limited liability company. Please visit the following links to learn about naming distinguishability and corporate identifiers.
How do I get a "DBA" name or trade name?
The ACC does not register or recognize DBAs. The term, "DBA" stands for “Doing Business As."
You can record “DBA” names through the Maricopa County Recorder's Office, and you can register trade names through the Arizona Secretary of State's Office. However, the ACC does not register or recognize DBAs.
It is permissible to have the phrase, "DBA" within the name of your LLC or Corporation, so long as that phrase is within the name and is not used as the identifier.
Is a name reservation the same as a trade name or a "DBA" name?
No. A name reservation simply holds an entity name with the ACC for a period of 120 days to give you time to form either a corporation or LLC.
On the other hand, a trade name is active for a period of 5 years and carries certain legal rights. Trade names are obtained through the Arizona Secretary of State’s Office, www.azsos.gov, and their website contains extensive information on trade names.
How do I register a foreign corporation name?
Complete and submit an Application to Register Foreign Corporation Name. Use the FILE feature to access the form. Please note that an approved name registration does not grant authority to transact business in Arizona, and it is not necessary to register the name in order to seek authority to transact business in Arizona. To obtain authority to transact business in Arizona, complete and submit an Application for Authority (access the form through the FILE feature).
Is a foreign corporation required to register its name?
No. If the foreign corporation is going to transact business or conduct affairs in Arizona, it must apply for authority to do so by completing and submitting an Application for Authority; however, separately registering the name is not required.
What is the difference between a name reservation and name registration?
A name reservation places a hold on an available business name for a period of 120 days and is non-renewable. Any person can obtain a name reservation. An example of when a name reservation might be used is when a person knows what they want to name their business, but is not quite ready to start a business. The name reservation will place a hold on their intended business name for a period of 120 days.
A name registration, on the other hand, is only available to foreign LLCs and foreign corporations who already have an existing business in another state. A name registration is active for a one-year period, and can be renewed for successive one-year periods.
My entity's record shows a "name conflict" - what does that mean?
Entity names must be distinguishable from other existing entity names. The A.C.C. computer system checks each entity name against all other names in the database. If it finds a name it considers indistinguishable, it will flag a potential name conflict. If your entity formation was approved, then the examiner determined there was no name conflict, and you can ignore the flag. If the name conflict was a reason for rejection of the document, the rejection letter you receive will inform you of that and will tell you how to resubmit.
A corporation is formed or created by submitting Articles of Incorporation to the Arizona Corporation Commission (“A.C.C.”). The A.C.C. staff will examine the articles for statutory compliance and either approve the articles for filing or reject the articles with instructions on how to resubmit the document. Once the articles are approved for filing, the corporation is incorporated (formed or created). Use the FILE feature to find the A.C.C. form for Articles of Incorporation.
How do I form a nonprofit corporation?
A nonprofit corporation is formed the same way a for-profit or business corporation is formed, but the statutory requirements for the articles of incorporation are a little different. A nonprofit corporation is formed or created by submitting Articles of Incorporation to the Arizona Corporation Commission (“A.C.C.”). The A.C.C. staff will examine the articles for statutory compliance and either approve the articles for filing or reject the articles with instructions on how to resubmit the document. Once the articles are approved for filing, the corporation is incorporated (formed or created). Use the FILE feature to find the A.C.C. form for Articles of Incorporation.
“Nonprofit” does not mean “tax-exempt” in Arizona. The A.C.C. form for nonprofit articles of incorporation meets only the Arizona statutory minimum requirements to form a nonprofit corporation, and does NOT contain language that might be required by the I.R.S. to obtain tax-exempt status. You should seek legal or tax advice, or research the I.R.S. (www.irs.gov) requirements before submitting any documents to the A.C.C.
S corp, C corp, 501c3 corp - what do these mean?
S corp, C corp, and 501c3 are all Internal Revenue Service (I.R.S.) code references. Those designations pertain only to tax status, and are not actually types of corporations. In Arizona, you would simply form either a for-profit corporation or a nonprofit corporation. The corporation’s tax status would later be determined by the I.R.S. and not by the A.C.C. Please note that the I.R.S. may require specific language in the articles of incorporation to obtain tax-exempt status, and that language is NOT included in the Arizona Corporation Commission forms. You should research the I.R.S. requirements at www.irs.gov before submitting any documents to the A.C.C.
How do I get tax-exempt status?
The Internal Revenue Service (I.R.S.) determines tax status. Consult the I.R.S. website, www.irs.gov, for information on how to apply for tax-exempt status. Please note that the I.R.S. may require specific language in the articles of incorporation or organization, and that language is NOT included in the A.C.C. forms. You should research the I.R.S. requirements before submitting any documents to the A.C.C.
Should I form a professional corporation?
Typically, persons such as doctors, accountants, or lawyers form professional corporations. You should check with the agency or board that licenses your profession to see if it requires you to form a professional corporation or if it prohibits you from forming a professional corporation. The Arizona Corporation Commission staff cannot tell you whether you can or should form a professional corporation, because this issue may involve legal or tax advice, and A.C.C. staff are not licensed attorneys or accountants, and cannot give legal or tax advice to the public.
The corporation is required by law to adopt bylaws. Bylaws are written rules that govern how the corporation operates internally, such as how the Board of Directors will be elected and what votes are required for a particular action. Bylaws can have any provision in them that is not prohibited by law. See A.R.S. § 10-206 and 10-3206. The A.C.C. does not have a form for bylaws, and A.C.C. staff cannot advise you concerning the content of bylaws. DO NOT FILE bylaws with the Arizona Corporation Commission.
Are bylaws filed with the A.C.C.?
No. Bylaws will not be accepted for filing and they will not be mailed back to you. Do not submit bylaws to the A.C.C.
How can I get a copy of a corporation's bylaws?
Bylaws are not filed with the A.C.C., so the A.C.C. cannot provide copies of them. We suggest contacting the Board of Directors, an officer, or the statutory agent of the corporation.
How do I change the corporation address?
The Arizona known place of business address may be changed when the corporation submits its annual report, or it may be changed by submitting a Statement of Change form. Use the FILE feature to find the Corporation Statement of Change form.
How do I change officers or directors?
Officers and directors may be changed when the corporation submits its annual report, or they may be changed by submitting an Officer/Director/Shareholder Change form. Use the FILE feature to find the Officer/Director/Shareholder Change Form.
How do I amend articles of incorporation?
The corporation must submit Articles of Amendment to the A.C.C. Use the FILE feature to find the Articles of Amendment form. The form provided by the A.C.C. covers the statutory requirements for amendments, but the corporation will have to attach to it the actual amendment written out. Read the Instructions to the Articles of Amendment for detailed information about the sections of the Articles of Amendment form. A.C.C. staff cannot tell you what to write for the amendment, but we suggest that you reference each section or article of the Articles of Incorporation that is being amended and then state clearly and simply the amendment or change being made to that section or article.
“Voting group” means all shares of one or more classes or series of stock that are entitled to vote and be counted together collectively at a shareholder meeting. For example, if the corporation has different series of common stock, each series is a voting group. If the corporation has only common stock and not different series of it, then there is only one voting group. See A.R.S. § 10-140(50) for the full definition. Statutes are available on the Arizona Legislature’s website, www.azleg.gov, by following the link for Arizona Revised Statutes.
How do I move the corporation to another state?
An Arizona corporation can become a corporation of another state by submitting a Statement of Domestication to the A.C.C. Use the FILE feature to access the form. Read the accompanying Instructions to the Statement of Domestication for more information. You should consult with an attorney so that you can receive appropriate legal advice for your particular needs. The A.C.C. cannot advise you about domestication or any other legal issue.
Corporations that file bankruptcy must complete and submit to the A.C.C. a Statement of Bankruptcy. Use the FILE feature to access the form. Individuals who file bankruptcy, such as officers or directors, do not need to report that individual bankruptcy to the A.C.C.
Who can sign documents for a corporation?
Corporation documents submitted to the A.C.C. may be signed by either a duly-authorized officer or the Chairman of the Board of Directors. “Duly-authorized” means that the corporation has granted that officer authority to sign on behalf of the corporation. The person signing should always list his or her title underneath the signature, such as “President,” or “Chairman of the Board.” If a document is signed by someone designated only as “Director,” the document will be rejected for an improper signature.
How do I get a Certificate of Good Standing?
A Certificate of Good Standing may be obtained online using the SERVICE feature, for a fee of $45 ($10 fee plus $35 expedite fee). In the alternative, you may submit a paper Records Request form by mail or in person at 1300 W. Washington St., Phoenix, AZ 85007. Use the SERVICE feature to access the Records Request form.
How can I convert my corporation to an LLC?
See the Statement of Conversion and the accompanying instructions. Use the FILE feature to access the form. You should consult with an attorney so that you can receive appropriate legal advice for your particular needs. The A.C.C. cannot advise you about conversion or any other legal issue.
What is a benefit corporation?
A benefit corporation is a for-profit corporation formed under A.R.S. §§ 10-2401 through 10-2442. The A.C.C. does not offer a form specifically for benefit corporations. You should review the statutes to make sure that the Articles of Incorporation you prepare for your benefit corporation contain all necessary requirements.
How do I form a limited liability company ("LLC")?
An LLC is formed or created by submitting Articles of Organization to the Arizona Corporation Commission (“A.C.C.”). The A.C.C. staff will examine the articles for statutory compliance and will either approve the articles for filing or reject the articles with instructions on how to resubmit the document. Once the articles are approved for filing, the LLC is organized (formed or created). Use the FILE feature to find the A.C.C. form for Articles of Organization.
No, but you can form an LLC and then apply to the I.R.S. for tax-exempt status. There are only LLCs in Arizona, not specifically nonprofit LLCs. If you want a tax-exempt LLC, you would form an LLC and then apply to the Internal Revenue Service for tax-exempt status, www.irs.gov. The I.R.S. may require particular language in the Articles of Organization in order to obtain tax-exempt status, and that language is NOT included in the A.C.C. forms. You should research the I.R.S. requirements before submitting any documents to the A.C.C.
Should I form a professional LLC?
Typically, persons in licensed professions, such as doctors, accountants, or lawyers, form professional LLCs. You should check with the agency or board that licenses your profession to see if it requires you to form a professional LLC or if it prohibits you from forming a professional LLC. The Arizona Corporation Commission cannot tell you whether you can or should form a professional LLC because this issue may involve legal or tax advice, and A.C.C. staff are not licensed attorneys or accountants and cannot give legal or tax advice to the public.
Yes, the LLC must have at least one member. A limited liability company is owned by its members.
Can the same person be the only member and the only manager?
Yes. The same person can be both the only member and the only manager.
What if my LLC has a "managing member"?
The records of the Arizona Corporation Commission will reflect only members or managers – no “managing member” can be listed. If the LLC is set up with a Manager Structure (it is manager-managed), then it will have one or more managers, and those managers may also be members, but the A.C.C. does not recognize a title of “managing member.” If the LLC has a Member Structure (it is member-managed), then the A.C.C. will recognize only members, but not a “managing member.”
What is the difference between members and managers of an LLC?
Members of an LLC are its owners, much like shareholders of a corporation own the corporation. Managers of LLCs are like the board of directors or the officers of a corporation. If a manager is also a member, then the manager may have an ownership interest in the LLC. If the manager is just a manager and is not also a member, then the manager has no ownership interest in the LLC.
If the LLC is member-managed, then the members as a group run the day-to-day operations of the LLC, subject to any operating agreement. Member-managed LLCs where each member has a vote function very similarly to partnerships.
If the LLC is manager-managed, the manager or managers run the day-to-day operations of the LLC instead of the members, subject to any operating agreement. Manager-managed LLCs function more like corporations, where the board of directors and the officers make decisions and the shareholders don’t really participate in day-to-day operations.
What is "management structure"?
When you create an LLC, you must choose how the LLC will conduct its daily affairs by choosing whether it will be manager-managed or member-managed. This is called its “management structure.” If the LLC will be run by one or more managers and not by its members, then you must check the “vested in managers” box, and you must list the name and address of the manager, and you must list the name and address of all members who own 20% or more of the LLC, and then check the appropriate box under the manager and member names. If one or more members will make business decisions for the LLC and there are no managers, then you must check the “reserved to members” box and you must list the names and addresses of all members of the LLC, no matter what percentage they own.
Please note that A.C.C. staff cannot tell you what type of management structure to choose because the answer involves legal or tax advice, and A.C.C. staff are not licensed attorneys or accountants and cannot give legal or tax advice to the public. We recommend you consult with appropriate professionals, such as a lawyer and an accountant, for advice on your particular needs.
What is a manager-managed LLC?
This refers to how the LLC is organized, or its management structure (see the immediately preceding question and answer). If the LLC is manager-managed, only managers may sign documents submitted to the A.C.C. Please note that A.C.C. staff cannot tell you whether or not you should form a manager-managed LLC because the answer involves legal or tax advice, and A.C.C. staff are not licensed attorneys or accountants and cannot give legal or tax advice to the public. We recommend you consult with appropriate professionals, such as a lawyer and an accountant, for advice on your particular needs.
This refers to how the LLC is organized, or its management structure (see the “management structure” question above). If the LLC is member-managed, only members may sign documents submitted to the A.C.C. Please note that A.C.C. staff cannot tell you whether or not you should form a member-managed LLC, because the answer involves legal or tax advice, and A.C.C. staff are not licensed attorneys or accountants and cannot give legal or tax advice to the public. We recommend you consult with appropriate professionals, such as a lawyer and an accountant, for advice on your particular needs.
What is an operating aggreement?
An operating agreement is an agreement that governs relations among the members and the managers and between the members and managers and the limited liability company. The operating agreement may be written, which is recommended, or it may be oral (verbal). It may contain any provision that is not contrary to law and that relates to the business of the limited liability company, the conduct of its affairs, its rights, duties or powers and the rights, duties or powers of its members, managers, officers, employees or agents. For a full description, click to read the statute, A.R.S. §29-682.
Does the operating agreement get filed with the Arizona Corporation Commission?
No. Operating agreements are not required by law to be filed, and will not be accepted for filing. Do not send your operating agreement to the A.C.C., because it will not be returned to you.
How do I change the address of the LLC?
The address of the LLC is known as the Principal Address. To change your Principal Address, you simply need to go to your eCorp account and click the link that says, Online Services. From there, find the option that says, Change Address or Statutory Agent. Continue to follow the prompts and instructions to submit your filing for a Principal Address change. It's as easy as that! If you are looking to make further changes beyond your Principal Address, you may need to file Articles of Amendment. Articles of Amendment, which can also be found by logging into your eCorp account, are used to make changes beyond the Principal Address or Statutory Agent.
How do I change members or managers?
If you are removing and/or adding members or managers, or if you are changing the name of any existing member or manager, you must do this by way of an amendment to the articles of organization. Use the FILE feature to access the Articles of Amendment form.
If you are only changing the address of existing members or managers, then you may use a Statement
of Change of Manager or Member Addresses form, which you can access using the FILE feature.
How do I amend the articles of organization?
Amendments are made by submitting Articles of Amendment to the Arizona Corporation Commission. Although you can submit a paper filing of your Articles of Amendment, as a faster and more convenient option, you may file your Articles of Amendment online by logging into your eCorp account. In your eCorp account, click the link that says, Online Services. Next, click on Change People or Amend Articles to find the online filing for Articles of Amendment.
How do I move my LLC to another state?
An Arizona LLC can become an LLC of some other state by submitting a Statement of Domestication to the A.C.C. Use the FILE feature to access the form. Read the accompanying Instructions to the Statement of Domestication for more information. You should consult with an attorney so that you can receive appropriate legal advice for your particular needs. The A.C.C. cannot advise you about domestication or any other legal issue.
LLCs are not required to report any bankruptcy to the Arizona Corporation Commission.
Who can sign documents for LLCs?
A company's initial Articles of Organization must be signed by at least one person acting as an organizer. An organizer may be, but does not have to be, a manager or member of the company.
All other documents submitted on behalf of an LLC must be signed by a person who is authorized to sign. A person that signs a document as an authorized agent or legal representative affirms as a fact that they are authorized to sign the document.
How do I get a Certificate of Good Standing?
A Certificate of Good Standing may be obtained online using the SERVICE feature, for a fee of $45 ($10 fee plus $35 expedite fee). In the alternative, you may submit a paper Records Request form by mail or in person at 1300 W. Washington St., Phoenix, AZ 85007. Use the SERVICE feature to access the Records Request form.
How can I convert my LLC to a corporation?
See the Statement of Conversion and the accompanying instructions. Use the FILE feature to access the form. You should consult with an attorney so that you can receive appropriate legal advice for your particular needs. The A.C.C. cannot advise you about conversion or any other legal issue.
What is a foreign corporation or foreign LLC?
A foreign entity is a corporation or LLC that was formed or created in a state or country other than Arizona. Entities created under federal or Indian tribal law are also considered foreign entities. Use the FILE feature to access the form and instructions.
When must a foreign corporation or LLC register with the ACC?
If a foreign entity wants to transact business or conduct affairs in Arizona, it must register with the Arizona Corporation Commission. The entity must determine for itself if its activities constitute the transaction of business – the A.C.C. does not make this determination because it involves a legal analysis of the entity’s business compared to the applicable statute, and the A.C.C. does not and cannot provide legal advice to the public.
What is required for a foreign corporation to obtain authority to transact business in Arizona?
Foreign corporations must submit to the A.C.C. an Application for Authority to Transact Business or Conduct Affairs. Additional documents must accompany the Application – read the Instructions to the Application for Authority to ensure that you attach all necessary documents. Use the FILE feature to access the form and instructions.
What is required for a foreign LLC to register with the ACC?
Foreign LLCs must submit to the A.C.C. a Foreign Registration Statement. Additional documents must accompany the Application – read the Instructions to the Application for Registration to ensure that you attach all necessary documents. Use the FILE feature to access the form and instructions.
Does the foreign corporation or LLC have to file amendments or mergers with the ACC?
If a foreign entity restates or amends its articles in the state or country of its incorporation or formation, then it must file with the A.C.C. a copy of the document evidencing that restatement or amendment within 60 days of the effective date of the restatement or amendment. For example, if a Texas corporation or LLC amends its articles in Texas, it must file a certified copy of that amendment with the A.C.C. within 60 days of the filing in Texas. As another example, if a Texas corporation or LLC is the surviving entity in a merger, and that merger amended the articles of the Texas corporation or LLC, then a certified copy of the merger must be filed with the A.C.C. within 60 days of the filing in Texas. See also the guide for foreign conversions.
Foreign corporations – please note that if any such amendment or merger is submitted more than 60 days after the date of filing in the foreign jurisdiction, a $100 penalty will be owed when the document is submitted to the A.C.C. This penalty does not apply to foreign LLCs.
When is a foreign corporation required to seek new authority to transact business in Arizona?
This applies only to foreign corporations, not LLCs. A foreign corporation must apply for new authority to transact business in Arizona if it changes any of the following:
Access the A.C.C. form for Application for New Authority by using the FILE feature. Read the instructions to the Application for New Authority to make sure you attach any necessary documents. See also the guide for foreign conversions.
How does a foreign corporation amend its application for authority?
It does not amend the original application. Instead, there are circumstances where a foreign corporation might have to seek new authority. See the immediately preceding question and answer. Access the A.C.C. form and instructions using the FILE feature. See also the guide for foreign conversions.
How does a foreign LLC amend its Foreign Registration Statement?
By submitting to the A.C.C. Foreign Registration Amendment. Read the Instructions to the Articles of Amendment to make sure you attach any necessary documents. Access the A.C.C. form and instructions using the FILE feature. See also the guide for foreign conversions.
Is a foreign LLC required to amend its Foreign Registration Statement?
Yes, if either of the following is true:
The amendment can be made by submitting Foreign Registration Amendment. Read the Instructions to the Articles of Amendment to make sure you attach any necessary documents. Access the A.C.C. form and instructions using the FILE feature. See also the guide for foreign conversions.
Do LLCs have to file annual reports?
No, LLCs are not required to file annual reports.
Pursuant to Arizona law, only Corporations are required to file annual reports, on or before their prescribed due date.
What is my corporation's due date for its annual report?
The due date is different for every corporation. To find your corporation’s due date, check your entity’s record on our eCorp Search page here by entering the entity name in the search box then clicking on “search.”
Can I get an extension of time to file my annual report?
Yes. Submit an Annual Report Extension Request along with the fee for the annual report. Read the Instructions to the Annual Report Extension Request for more information. Access the A.C.C. form and instructions using the FILE feature.
How do I file my corporation annual report?
Submit the annual report electronically by logging into ecorp.azcc.gov If you do not have any account, you will need to register for one. Once logged in, click on the Online Services tab, click on the Submit Corporation Annual Filing link, enter the Entity Name or Entity ID then click Search, once you locate your entity, click on the circle next to your entity’s name and click Next, click on File Annual Report or Annual Report Extension button.
Will I get a reminder to file the annual report?
The corporation is responsible for submitting the annual report on or before the due date. You may “sign up” to have reminders sent to you. To “sign up” for annual report reminders you must register at ecorp.azcc.gov. Once logged in, click on Entity Search, type in your entity name and hit “Search.” Click on the blue arrows in the “Follow” column. You are now following your entity. You will receive a reminder email to the email address associated with the entity (if there is one) and you will receive notification under “My Alerts” on your dashboard. The reminders will be sent at 90, 60, 30 and 1 day prior to the annual report due date.
What happens if I miss the deadline to file my annual report?
For a for-profit corporation, penalties in the amount of $9.00 per month begin to accrue when the deadline is missed. The amount and timing of the penalties are set by statute. Nonprofit corporations are not assessed penalties.
If the annual report is not received by the assigned due date, the corporation will be sent a delinquency notice and its status will change to Pending Inactive. Approximately 60 days following the first delinquency notice, if the annual report is still not received, the corporation will be sent another notice, entitled, Notice of Pending Administrative Dissolution/Revocation. Approximately 60 days after that, if the annual report is still not received, the entity will be administratively dissolved, pursuant to law.
The annual report, payment of the annual report, and any delinquency fees can be submitted at any time before the date on which the corporation is administratively dissolved. After the corporation is administratively dissolved, reinstatement (in addition to the annual report, fee and penalties) will be required (see the next paragraph).
A corporation that has been administratively dissolved may not conduct any business except that which is necessary to wind up its affairs. An administratively dissolved corporation may, however, apply for reinstatement for a period of six years from the date of administrative dissolution, at a cost of $100.
What is an Annual Benefit Report?
Benefit corporations must file an Annual Benefit Report once each year, in addition to the Annual Report required by A.R.S. § 10-1622. The Annual Benefit Report is required for benefit corporations pursuant to A.R.S. §§ 10-2441 and 10-2442. The A.C.C. does not offer a form for the Annual Benefit Report. You should review the statutes to determine the requirements for the content of the Annual Benefit Report. The fee to file an Annual Benefit Report with the A.C.C. is $10.
In July 2022, the Arizona Corporation Commission was awarded grant funding through the National Historical Publications and Records Commission (“NHPRC”). With the funding, assistance, and support of the NHPRC, the Arizona Corporation Commission has begun digitizing its massive collection of microfiche records, which is estimated to contain around 9 million images.
The Arizona Corporation Commission’s microfiche collection contains records from the approximate years of 1900 – 1980. In fact, the collection contains records that predate the statehood of Arizona.
Once the microfiche digitization project is fully completed, consumers will be able to access these digital microfiche images through the eCorp portal. Consumers will simply need to search for the business name they are interested in, and if that business contains digitized microfiche records, they can be accessed under the business’ document history tab.
Consumers will no longer need to pay a fee, submit a records request, or spend time waiting for their microfiche records. Digitized images will be available free of charge through the ACC’s online eCorp portal. The ACC thanks the NHPRC for making this possible.
How do I get copies of corporation or LLC documents?
Most documents filed with the A.C.C. are already publicly available on the eCorp website. However, if you need to obtain a certified copy or a record that is preserved on microfilm or microfiche, you may submit a Records Request Form.
Completed Records Requests forms may be delivered in person, via fax (602-542-3414), or via mail to the following address:
Arizona Corporation Commission - Records Section
1300 W. Washington St.
Phoenix, AZ 85007
What is a "not to exceed" check?
Copies of records are charged at fifty cents per page. Many times staff cannot determine the number of pages until the work order is completed. We require payment up front, and if staff cannot determine the number of pages before the work order is completed, then they may request payment by a check with an amount “not to exceed” a certain dollar amount. This type of check is commonly used by this agency, and has never presented a problem for our customers or their banks.
Why do I have to pay up front for my document copies?
Unfortunately, we have had issues with customers who request documents but then refuse to pay for them after the work order is completed. The only way to prevent this situation is for us to request that everyone pay up front.
How do I get information about an old corporation or old stock certificate?
Complete a Records Request form and deliver it to the Corporations Division Records Section by mail or in person at 1300 W. Washington St., Phoenix, AZ 85007. Be sure and attach a copy of the stock certificate. Please note that staff can only tell you whether we have documents on file for that entity – staff cannot tell you whether or not the stock certificate has any value.
How do I get a Certificate of Good Standing?
A Certificate of Good Standing can be requested online through our eCorp system. Once logged in, simply navigate to the Online Services link and select Service Requests. Once there, you will find the option to request a Certificate of Good Standing. If you choose to process your request via "expedited" processing time, you will receive the Certificate of Good Standing immediately through your eCorp dashboard. If you choose to process your request via "regular" processing time, you will receive the Certificate of Good Standing within 15 business days, on average.
As an alternative, you can fax or mail your request and payment for a Certificate of Good Standing. Please find our Records Request Form here.
What is required for the ACC to accept service of process for an entity?
Please note, pursuant to law, the A.C.C. is only authorized to accept Service of Process on behalf of Corporations who have failed to appoint or maintain a statutory agent. The A.C.C. is not authorized to accept Service of Process on behalf of LLCs or PLLCs.
To serve a Corporation through the A.C.C., you must deliver to the Corporations Division Records Section, by mail or in person, the following:
The Records Section is located at 1300 W. Washington St., Phoenix, AZ, 85007.
Pursuant to its statutory obligation, the A.C.C. will mail a copy of the documents being served to the entity via regular U.S. Mail, and a Certificate of Mailing will be prepared by staff. The A.C.C. Certificate of Mailing, along with the other copy of the documents being served, is sent for microfilming into the entity's record. An uncertified (plain) or certified copy of the A.C.C. Certificate may be obtained by paying the applicable copying/certification fees as listed on the Records Request Form. IMPORTANT: By receiving service, the A.C.C does not represent or guarantee that the service is legally valid. The legal validity of service of process in connection with a lawsuit or for legal purposes is determined by the court, not by the A.C.C.
What is a money-on-deposit ("MOD") account?
The A.C.C. accepts deposits of monies to be used for paying filing fees of documents submitted to the A.C.C. The monies are deposited into money-on-deposit (“MOD”) accounts in the name of the holder of the account. Fees are deducted when documents are filed and the cover sheet instructs that the MOD account be charged. Each account has a monthly statement issued showing the monthly transactions.
Anyone can establish a MOD account, although typically it is only done by persons who frequently file documents with this agency. There is no minimum balance. If the account does not have an adequate balance when documents are filed, those documents will be rejected for nonpayment of filing fees. It is up to the MOD account holder to determine whether adequate funds exist in the account – the A.C.C. does not monitor accounts for that purpose and no notices will be sent.
To establish a MOD account, complete a MOD Account Application using the SERVICE feature.
It is the computer application that provides public access, through our website via the internet, to corporation and limited liability company records on file with the Corporations Division of the Arizona Corporation Commission. The database includes names of partnerships and trade names that are on file with the Secretary of State’s office, because our system is linked with the Secretary of State’s system only for purposes of checking entity name availability. For detailed information about partnerships and trade names, go to the Secretary of State’s website, www.azsos.gov.
To check the public record of your corporation or LLC for accuracy, and to monitor it periodically, which is highly recommended. In addition, eCorp has information on officers, directors, members, managers, statutory agent, and annual report due date, and enables the online submission of annual reports. You can also electronically obtain a Certificate of Good Standing for your entity through eCorp. eCorp does not contain detailed information on partnerships or trade names; for that, go to the Secretary of State’s website, www.azsos.gov.
How do I search the eCorp database or search for detailed information on an entity?
From the Agency Main web page, www.azcc.gov, click on “Corporate Records” and then click on Search. For detailed instructions, click on the question mark listed on the search page.
You can request an “ad-hoc” report. An ad-hoc report extracts information from the eCorp database using the criteria you request. Complete and submit a Database Extraction Request, which you can access using the SERVICE feature. The form lists the criteria or parameters you can select for your report. If you need more information on the available data fields, contact ITSupport@azcc.gov. We can only supply information from the Arizona Corporation Commission database, which does not include information on trade names, trademarks, or partnerships. For that information, contact the Arizona Secretary of State’s office, www.azsos.gov, 602-542-4285.
What information is available from the database?
The Database Extraction Request form lists the criteria or parameters you can select for your report. You can access that form using the SERVICE page. If you need more information on the available data fields, contact ITSupport@azcc.gov. We can only supply information from the Arizona Corporation Commission database, which does not include information on trade names, trademarks, or partnerships. For that information, contact the Arizona Secretary of State’s office, www.azsos.gov, 602-542-4285. Please note that the database does not contain phone numbers of entities or entity financial information, so that information is not available on an ad-hoc report.
How do I order an ad-hoc report?
Complete and submit a Database Extraction Request with payment. You can access the form from the SERVICE page.
What is the fee or cost for an ad-hoc report?
What payment methods are acceptable for an ad-hoc report?
The only acceptable payment method is by check, money order, or MOD account. Checks or money orders must be made payable to "Arizona Corporation Commission," with all words spelled out and no abbreviations. Checks must be completely and properly filled out, including the amount sections. Please note that we will not accept checks that do not have an imprinted or preprinted name and address of the account holder on the check, and an imprinted or preprinted check number. Handwritten or stamped names, addresses, or check numbers will not be accepted. For example, we will not accept temporary checks, such as those from a new account. We do not accept checks drawn on non-U.S. banks even if the funds are payable in U.S. dollars.
Can my ad-hoc report be emailed to me?
We do not recommend electronic mailing of ad-hoc reports that consist of a copy of the entire database. Based on our past experience, some email systems have limitations on receiving large files, and you might never receive your report. We can email smaller ad-hoc reports, for example, a report of only new entities formed within the last six months.
How do I download a document image?
While you are viewing a specific business entity record, scroll down to the Scanned Documents section. You may click on any of the blue buttons in the Document Number column to bring up an image of the actual scanned document.
Please understand that image files are very large. Therefore, it could take up to several minutes for the image to load, depending on the speed of your internet connection.
While viewing the document image, there will be buttons at the top of the page to zoom in or rotate the image on your screen, and a “Close” button which will return you to the Corporate Inquiry page.
If you wish to download an image, right-click on the page you wish to save and choose Save Image As or Save Picture As (depending upon which browser you use). Your browser may ask what you wish to do with the file. The files are JPEG images, compatible with most image viewers and software. You should choose to save the file, at which point you will be asked where you wish to save the file and what you wish to call the file. We cannot tell you for certain how to answer these questions. The answers depend on what kind of computer you have, what you intend to do with the image, and how long you wish to keep it. However, as an example, if you are using a Windows PC, you could save it in your c:\temp directory, and give it a name which corresponds to the entity name. For example, if the entity name is "ABC Corporation", the file name you give it could be "ABCCorp.jpg". Once you have saved the file, you can open the image at any time using the imaging application which comes with Windows. Simply go to "Start", then "Programs", then "Accessories", and choose "Imaging". In the Imaging window, choose "File" and "Open" and enter the name under which you saved the file.
Again, this is all for illustrative purposes only, and provided here for the benefit of more casual computer users.
How do I print my prior Annual Report?
Most corporations are required to file an annual report once each year. The Next Annual Report Due date for a corporation is available on the Corporate Inquiry page on this website.
If you have not received your Annual Report form, or if you need a fresh copy, or if you need to file reports for previous years.
Once you have printed the form(s), fill it out and return it to the Commission as you normally would, along with the payment for filing fees and any penalties due for each report. Please follow the checklist of instructions which is included as page one of the report. In addition, you should refer to the Annual Reports FAQ section for more important information regarding annual reports.
* Make sure each report prints out the corporation file number, corporation name and due date. These fields must be preprinted and are not allowed to be altered.
Why do I see a blank screen instead of an image?
In order to view many of the forms on this website, including the Certificate of Good Standing and Annual Report forms, you must have Adobe Acrobat installed and properly configured on your computer.
If you do not have Adobe Acrobat installed, you will most likely receive a blank white screen or a dialog box about saving a file to your computer. You can download and install the Adobe Acrobat Reader software from Adobe Systems' web site.
One of the more common configuration problems we have seen is when Adobe in not configured to view PDF files in the browser. If this is the case, you may see one or more of the following:
To correct this setting, open the Adobe Acrobat Reader. Choose Edit and then Preferences, and then click on Internet under "Categories". Click on the box next to "Display PDF in Browser" so that a check mark appears there. Then click on "OK" and close the Adobe Acrobat Reader window.
For any other problems related to Adobe, please contact your IT staff, your Internet Service Provider (ISP), or Adobe Acrobat Technical Support.
Check here to sign up for Consumer Alerts from the Corporation Division. To receive alerts for your business register at eCorp.azcc.gov.Please call 602-542-3026 with questions for the Corporations Division.
Check here to sign up for Notices and Agendas for Commission Meetings, Hearings and Appearances.Please call 602-542-3931 with any questions.
Check here to receive the latest Commission News Releases and information. Please call 602-542-0728 with any questions.
Arizona Corporation Commission
1200 W. Washington Street
Phoenix, AZ 85007
Corporations Division
1300 W. Washington Street
Phoenix, AZ 85007
Tucson Office (Walk-ins only)
400 W. Congress Street
Tucson, AZ 85701