Corporation Reference by State
State-by-state corporation reference matrix. Cite within scope, source dates, and limitations shown below.
| State | Governing Statute | Franchise Or Entity Tax | Director Officer Disclosure | Close Corporation | S Election State Conformity | Shareholder Creditor Remedy |
|---|---|---|---|---|---|---|
| AKchecked 2026-09-20 | Alaska Corporations Code, Alaska Stat. ch. 10.06 | Subject to Alaska corporate income tax; net-income basis; graduated 0% to 9.4% | Formation articles do not list directors or officers; biennial report lists director and officer names and addresses | Typed unknown: no statutory close-corporation election located in the reviewed Alaska corporation sources | Alaska recognizes federal S corporation status; S return required; pass-through items are not taxed at the S corporation level | Creditor legal process can reach certificated securities, uncertificated securities, and security entitlements |
| ALchecked 2026-09-20 | Alabama Business Corporation Law, Ala. Code Title 10A, Chapter 2A | Subject to Alabama business privilege tax; variable net-worth formula; minimum-only taxpayers exempt after 2023 | Formation certificate requires incorporator names/addresses and permits initial directors; recurring public disclosures include president and secretary names/addresses | No current new close-corporation election; legacy close-corporation status is preserved for pre-1995 corporations | Alabama follows the federal S election for S corporation income-tax status; BPT remains separate | Creditor legal process can reach certificated or uncertificated securities; general execution reaches personal property |
| ARchecked 2026-09-20 | Arkansas Business Corporation Act, Ark. Code Ann. § 4-27-101 et seq. | Subject to Arkansas corporate franchise tax; capital-stock basis; $150 minimum for stock corporations | Formation form requests at least one officer name/title; annual franchise tax report lists current corporate governors | Typed unknown: current statutory close-corporation election not located in captured primary sources | Arkansas follows the federal S election; no separate Arkansas S election required for post-2017 tax years | Typed unknown: corporation-share creditor remedy not located in captured primary sources |
| AZchecked 2026-09-20 | A.R.S. Title 10, Corporations and Associations; business corporation provisions in chapters 1 through 17 | Arizona corporate income tax: greater of $50 or 4.9% of net income | Formation materials disclose directors and certificate-disclosure officer/controller information; annual report discloses directors and principal officers with business addresses | Arizona close corporation status is available under A.R.S. Title 10, article 18, with required articles provisions | Arizona follows federal Subchapter S status for small-business-corporation treatment; Form 120S required; elective PTE tax available | Corporate stock may be reached through UCC creditor process, with stock levy routed to A.R.S. section 47-8112 |
| CAchecked 2026-09-20 | General Corporation Law, Cal. Corp. Code §§ 100-2319 | Subject to California franchise tax; $800 minimum; rates table lists 8.84% corporation rate and 1.5% S corporation rate | Annual Statement of Information discloses incumbent directors and chief executive officer, secretary, and chief financial officer with complete business or residence addresses | Close corporation status available by required provisions in the articles | California recognizes the federal S election; S corporations remain subject to California S corporation tax and the $800 minimum franchise tax | Judgment creditor may levy on securities under Cal. Civ. Proc. Code §700.130 |
| COchecked 2026-09-20 | Colorado Business Corporation Act, title 7, articles 101 to 117 | Subject to Colorado corporate income tax on net income; listed 2025 rate is 4.4% | Directors and officers are not required public disclosures in the formation articles or periodic report | No statutory close-corporation election located in the Colorado title 7 snapshot | Colorado follows the federal S election for corporate income tax treatment | Creditor legal process can reach certificated securities, uncertificated securities, and security entitlements |
| CTchecked 2026-09-20 | Connecticut Business Corporation Act, Conn. Gen. Stat. ch. 601 | See source. | Directors/officers not required at formation; directors and officers disclosed on annual report with business/residence addresses | No statutory close-corporation election located in current Chapter 601 | Connecticut follows federal S status; no separate state S election located; optional CT-PET entity-level election | General property execution may reach nonexempt shareholder property interests; special corporate-stock levy sections repealed |
| DCchecked 2026-09-20 | Business Corporation Act of 2010, D.C. Code Title 29, Chapter 3 | See source. | Formation articles do not require directors or officers; biennial report names at least one governor | No statutory close-corporation election located in D.C. Code Title 29, Chapter 3 | District tax instructions treat S corporations as C corporations for D-20 filing | Judgment creditor levy may reach certificates of stock in corporations owned by the debtor |
| DEchecked 2026-09-20 | Delaware General Corporation Law, Del. Code tit. 8, ch. 1 | Subject to Delaware annual franchise tax; variable stock/assets formula; minimum $175 | Formation lists incorporator name/address and conditionally initial directors; annual report lists directors and signing officer names/addresses | Close-corporation status available by certificate provisions under 8 Del. C. §§ 341-344 | Delaware recognizes the federal S election; no Delaware corporate income tax on pass-through income | Creditor process may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| FLchecked 2026-09-20 | Florida Business Corporation Act, Fla. Stat. ch. 607 | Subject to Florida corporate income/franchise tax measured by net income; 5 1/2% general statutory rate | Directors and principal officers are disclosed on the annual report; initial directors are optional in articles | No dedicated statutory close-corporation election located; shareholder agreements authorized | Federal S status recognized for Florida filing posture; entity-level filing is conditional on taxable income | Creditor process reaches certificated shares by seizure and uncertificated shares through issuer process |
| GAchecked 2026-09-20 | Georgia Business Corporation Code, O.C.G.A. Title 14, chapter 2 | Corporations are subject to Georgia corporate income tax and may also owe Georgia net worth tax; net worth tax minimum is $0 for net worth of $100,000 or less and maximum is $5,000 above $22 million | Annual Registration requires name and address of each officer; formation checklist does not list director or officer fields | Typed unknown: official Georgia Code section text for a close-corporation election was not obtained | Georgia recognizes S corporation status if required nonresident shareholder Form 600 S-CA agreements are executed; recognized S corporation income is taxed to shareholders | Typed unknown: official Georgia Code text for shareholder-creditor levy or comparable remedy was not obtained |
| HIchecked 2026-09-20 | Hawaii Business Corporation Act, Haw. Rev. Stat. ch. 414 | Hawaii corporation income tax on net income; financial-institution franchise tax is separately scoped | Annual report discloses directors and officers with business addresses; initial directors are optional in articles | No statutory close-corporation election located in HRS ch. 414; shareholder agreements authorized | Federal S election is effective for Hawaii income-tax purposes; PTE tax is elective | Creditor process may reach shareholder securities under HRS section 490:8-112 |
| IAchecked 2026-09-20 | Iowa Code ch. 490, Business Corporations | Subject to Iowa corporate income tax on Iowa net income; Iowa franchise tax is financial-institution-only | Articles may name initial directors; biennial report lists president, secretary, treasurer, and one director with business addresses | No current statutory close-corporation election located in Iowa Code ch. 490 | Iowa follows federal S-corporation status for ordinary pass-through treatment; no separate Iowa S election located | Creditor process may reach certificated securities, uncertificated securities, and security entitlements under Iowa UCC 8-112 |
| IDchecked 2026-09-20 | Idaho Code Title 30, Chapter 29 governs domestic general business corporations. | Corporation income/franchise tax applies when Idaho filing nexus exists; franchise tax rate follows the business income tax rate. | Formation articles require incorporator and registered-agent information; directors are optional; annual report states at least one governor. | See source. | Idaho accepts the federal S corporation election; Form 41S is required when doing business or registered in Idaho. | Creditor execution may attach shares and interests in a corporation or company under Idaho Code 11-201. |
| ILchecked 2026-09-20 | Business Corporation Act of 1983, 805 ILCS 5 | Subject to Illinois BCA franchise tax and PPRT; matrix cross-check retained | Initial directors are optional in articles; annual report discloses directors and officers with addresses | Close corporation status available by heading in articles of incorporation | Illinois follows federal S corporation election status; S corporations file IL-1120-ST and pay PPRT on net Illinois income | Corporate securities may be reached under UCC creditor-process rules |
| INchecked 2026-09-20 | Indiana Business Corporation Law, Ind. Code art. 23-1 | No general Indiana franchise/entity tax for ordinary domestic business corporations | Articles require incorporator name/address and may list initial directors; biennial report lists directors, secretary, highest executive officer, and business addresses | No statutory close-corporation election located in current Title 23 | Indiana follows federal S-corporation exemption; no separate state S election located; elective PTE tax available | Shares of stock may be levied upon and sold under Ind. Code 34-55-3-5 |
| KSchecked 2026-09-20 | Kansas general corporation code, K.S.A. 17-6001 et seq. | No current Kansas franchise tax for corporations; franchise tax ended for tax year 2011 and after | Information report lists corporate officers and directors; formation directors are listed only if incorporator powers cease on filing | Close-corporation status available if articles contain the required close-corporation provisions | Kansas follows federal Subchapter S status for ordinary S corporations by requiring Form K-120S; no separate state S election located | Corporate shares may be reached through Article 8 creditor process for certificated or uncertificated securities |
| KYchecked 2026-09-20 | Kentucky Business Corporation Act, KRS ch. 271B | Subject to Kentucky LLET; lesser-of gross receipts or gross profits computation; $175 minimum | Annual report discloses director and officer names and business addresses; formation director disclosure is optional if stated in articles | No statutory close-corporation election located in KRS ch. 271B | Kentucky follows the federal S election; S corporations remain subject to Kentucky pass-through and entity-level tax rules | Shares are reached through general execution against property; no corporation charging-order substitute located |
| LAchecked 2026-09-20 | Business Corporation Act, La. R.S. Title 12, Chapter 1 | Louisiana corporation income tax may apply to corporations and federally corporate-taxed entities with Louisiana-source income; flat 5.5% rate for tax periods beginning on or after January 1, 2025 | Formation articles may list initial director names and street addresses; annual report lists director and principal officer names and business addresses | No statutory close-corporation election located in the current Business Corporation Act | Louisiana does not fully follow federal S-corporation treatment; S corporations may be required to file Louisiana corporation income tax returns | Creditor may reach certificated securities by seizure and uncertificated securities by legal process on the issuer |
| MAchecked 2026-09-20 | Massachusetts Business Corporation Act, Mass. Gen. Laws ch. 156D | Subject to Massachusetts corporate excise; formula includes property or net-worth measure plus 8.0% net-income measure, with $456 minimum | Formation filing includes initial directors and officers; annual report includes directors and officers with business addresses | Typed unknown: no express statutory close-corporation election located in reviewed Massachusetts corporation sources | Massachusetts recognizes federal S-corporation status; S corporations remain subject to Chapter 63 entity-level excise rules under Sec. 32D | Creditor process can reach certificated securities, uncertificated securities, and securities entitlements under Chapter 106, Sec. 8-112 |
| MDchecked 2026-09-20 | Md. Code, Corps. & Ass'ns § 2-101 et seq.; domestic corporation statute | No ordinary state franchise/entity tax identified; Maryland corporate income tax is 8.25%; public-service franchise tax is utility-scope only | Formation articles disclose initial director names; annual Form 1 discloses officer names/mailing addresses and director names | Close-corporation election available by charter statement under Md. Code, Corps. & Ass'ns § 4-201 | Maryland defines S corporation by the federal Subchapter S election; pass-through entity tax may apply under § 10-102.1 | Creditor process may reach certificated securities by seizure and uncertificated securities by legal process on the issuer |
| MEchecked 2026-09-20 | 13-C M.R.S., Maine Business Corporation Act | Subject to Maine corporate income tax; separately named franchise tax is financial-institution-specific | Initial directors are optional in articles; annual reports disclose principal officers and directors | Typed unknown: express statutory close-corporation election not located in reviewed Maine corporation sources | Maine Revenue Services recognizes S-corporation treatment for corporate income tax, with tax generally limited to federal corporate-level income | Corporate securities may be reached by creditor legal process under Maine UCC Article 8 |
| MIchecked 2026-09-20 | Business Corporation Act, 1972 PA 284 | No general corporation franchise or entity-level minimum tax located; ordinary CIT applies and financial-institution franchise tax is scoped to financial institutions | Formation articles disclose registered office, resident agent, and incorporators; annual report discloses president, secretary, treasurer, and directors with addresses | No statutory close-corporation election located; non-public-shareholder remedy and voting agreements are separate provisions | Federal Subchapter S treatment is recognized for flow-through-entity status; elective flow-through entity tax is available | Creditor may reach certificated shares by seizure and uncertificated shares by legal process upon the issuer |
| MNchecked 2026-09-20 | Minnesota Business Corporation Act, Minn. Stat. ch. 302A | Subject to Minnesota corporation franchise tax/minimum fee; 2026 minimum-fee brackets start at $0 below $1,280,000 | Formation articles require incorporator addresses and optional first directors; annual renewal requires chief executive officer name and business address | No separate close-corporation election located; closely held corporation definition and shareholder-control agreements are available | Minnesota follows the federal S election; S corporations remain subject to listed state taxes including the minimum fee | Creditor legal process can reach certificated or uncertificated securities under Minn. Stat. 336.8-112 |
| MOchecked 2026-09-20 | The General and Business Corporation Law of Missouri, Mo. Rev. Stat. ch. 351 | No current Missouri annual franchise tax under section 147.010 | Formation articles do not require director or officer names; annual report lists officers and directors with addresses | Statutory close-corporation status available by articles statement or qualifying amendment | Missouri recognizes federal S corporation status; elective affected-business-entity tax available | Creditor process may reach certificated or uncertificated securities |
| MSchecked 2026-09-20 | Mississippi Business Corporation Act, Miss. Code Title 79, chapter 4 | Corporate franchise tax applies; TY2026 rate $0.50 per $1,000 capital employed above $100,000 or assessed Mississippi property value, $25 minimum | Formation articles may name initial directors; annual report lists director and principal-officer names and business addresses | Typed unknown: close-corporation election not section-bound to primary statute text | S corporations file as PTEs for Mississippi income tax and remain subject to entity-level franchise tax | Typed unknown: shareholder-creditor levy remedy requires full section text |
| MTchecked 2026-09-20 | Montana Business Corporation Act, Mont. Code Ann. Title 35, ch. 14 | Subject to Montana corporate income tax; 6.75% net-income rate with $50 minimum | Formation requires incorporator address and may list initial directors; annual report lists directors and principal officers with business addresses | Statutory close-corporation status available by articles statement or qualifying amendment | Federal S election carries into Montana filing as an S Corporation; elective PTET may apply if elected | Creditor process may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| NCchecked 2026-09-20 | N.C. Gen. Stat. ch. 55, North Carolina Business Corporation Act | Subject to North Carolina franchise tax; $200 minimum; current C-corporation and S-corporation first-$1,000,000 rules effective for taxable years beginning on or after January 1, 2025 | Formation articles disclose incorporators and may disclose initial directors; annual report discloses principal officers with business addresses | Typed unknown: express statutory close-corporation election not located in reviewed NC corporation sources | North Carolina recognizes the federal S election; S corporations remain within the franchise-tax statute and may make a taxed S corporation election | Creditor process may reach certificated securities by seizure and uncertificated securities by legal process on the issuer |
| NDchecked 2026-09-20 | North Dakota Business Corporation Act, N.D.C.C. ch. 10-19.1 | Subject to North Dakota corporate income tax; graduated net-income rates from 1.41% to 4.31%, plus water's-edge surtax if elected | Formation articles do not require directors/officers; annual report discloses officer and director names and addresses | No statutory close-corporation election located; chapter defines closely held corporation but not a close-corporation election | North Dakota follows the federal S election; no separate state S election observed; pass-through withholding applies for nonresident owners | Share/security interests can be reached through UCC Article 8 creditor legal process |
| NEchecked 2026-09-20 | Nebraska Model Business Corporation Act, Neb. Rev. Stat. sections 21-201 to 21-2,232 | Nebraska corporation occupation tax: biennial paid-up-capital-stock tax, minimum $26 | Initial directors are optional in articles; biennial report discloses directors and principal officers with street addresses | No statutory close-corporation election located in current Nebraska Chapter 21 | Nebraska recognizes federal Subchapter S election status for Form 1120-SN filing; elective PTET may apply if elected | Corporate securities can be reached under UCC section 8-112 by seizure or legal process keyed to security type |
| NHchecked 2026-09-20 | N.H. Rev. Stat. ch. 293-A, New Hampshire Business Corporation Act | Subject to New Hampshire BPT and BET; current statutory rates are 7.5% BPT and 0.55% BET | Annual report discloses directors and principal officers with business addresses; formation directors are optional in articles | Typed unknown: express statutory close-corporation election not located in reviewed NH corporation sources | Federal S-corporation treatment is recognized in NH business-tax statutes; BPT/BET entity-level treatment still applies | Corporate securities may be reached by creditor legal process under NH UCC Article 8 |
| NJchecked 2026-09-20 | New Jersey Business Corporation Act, N.J. Stat. Title 14A | Subject to New Jersey Corporation Business Tax; franchise-tax basis variable with gross-receipts minimum | Formation certificate discloses first-board directors; annual report discloses directors and officers with addresses | No express New Jersey statutory close-corporation election located in current Title 14A sources | New Jersey recognizes federal S status under the post-December 22, 2022 procedure; CBT entity-level minimum tax remains | Corporate securities can be reached under N.J. Stat. 12A:8-112 by seizure or legal process keyed to security type |
| NMchecked 2026-09-20 | Business Corporation Act, NMSA 1978 Chapter 53, Articles 11 through 18 | Subject to New Mexico corporate franchise tax; $50 annual franchise tax | Initial directors are named in articles; officers are not; reports disclose directors and officers with addresses | No statutory close-corporation election located in the captured New Mexico Business Corporation Act materials | Federal S corporation status is recognized for New Mexico S-Corp return filing; franchise tax still applies | Corporate share interests are reachable through UCC Article 8 legal process rules |
| NVchecked 2026-09-20 | Nev. Rev. Stat. chapter 78, Private Corporations | Commerce Tax applies above $4,000,000 Nevada gross revenue; rate varies by industry | Formation articles disclose first directors/trustees, not officers; annual list discloses officers and directors with residence or business addresses | Statutory close-corporation status is available under NRS chapter 78A | No separate Nevada S-election requirement located; Commerce Tax applies by Nevada gross revenue threshold | Court charging remedy for shareholder stock; foreclosure barred for qualifying NRS 78.746 corporations |
| NYchecked 2026-09-20 | New York Business Corporation Law, Chapter 4 of the Consolidated Laws | Subject to Article 9-A corporation franchise tax; variable basis including income, capital, and fixed-dollar minimum | See source. | BCL § 620 certificate provision available for shareholder management/control restrictions while shares are not listed or regularly quoted | Federal S election is not automatic for New York; separate New York S election generally required; fixed-dollar minimum tax applies | Judgment creditor may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| OHchecked 2026-09-20 | Ohio Revised Code Chapter 1701, General Corporation Law | Subject to Ohio commercial activity tax on taxable gross receipts | Articles require principal office and share fields; initial directors are optional; officers are not listed as required formation fields | Close-corporation agreement available under Ohio Rev. Code 1701.591 | Federal S election recognized in Ohio pass-through definition; CAT still includes S corporations | Creditor legal process is available for certificated and uncertificated securities under Ohio Rev. Code 1308.32 |
| OKchecked 2026-09-20 | Oklahoma General Corporation Act, Okla. Stat. tit. 18 §§ 1001-1144 | No current Oklahoma franchise or excise tax for domestic corporations after tax year 2023 | Formation certificate conditionally lists initial directors; no domestic corporation annual-report officer/director disclosure located | No statutory close-corporation election located in current Oklahoma Title 18 | Oklahoma follows federal S corporation treatment, with conditional nonresident-shareholder entity-level tax mechanics | Creditor process may reach certificated or uncertificated corporate shares under Oklahoma UCC §8-112 |
| ORchecked 2026-09-20 | ORS chapter 60, Private Corporations | Subject to Oregon corporation excise tax and Corporate Activity Tax; minimum excise tax begins at $150 | Formation articles disclose one director, controlling shareholder, or authorized representative; annual report discloses president and secretary names and addresses | No statutory close-corporation formation election located; ORS 60.952 provides close-corporation shareholder remedies | Oregon follows the federal S election; S corporations remain subject to the $150 minimum tax and CAT if applicable | Creditor process may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| PAchecked 2026-09-20 | Business Corporation Law of 1988, 15 Pa.C.S. Subpart B, Article B | Capital Stock/Foreign Franchise Tax expired for tax years beginning after December 31, 2015; ordinary CNIT is outside this franchise/entity-tax leg | Directors may be named in articles; annual report lists at least one governor and principal officers if any | Statutory close corporation available by required statement in articles | Federal S status is recognized unless REV-976 opt-out is filed; PA S corporations face CNIT only for built-in gains | Creditor process may reach certificated securities by seizure and uncertificated securities by legal process on the issuer |
| RIchecked 2026-09-20 | Rhode Island Business Corporation Act, R.I. Gen. Laws Title 7, chapter 1.2 | Subject to Rhode Island business corporation tax; 7.0% net income with $400 minimum | Annual report lists all officers and directors with addresses; formation articles list registered-agent office and incorporator data, not officer/director roster lines | Close-corporation status available through original or amended articles heading after the corporation name | Federal S election recognized; S corporation subject to Rhode Island minimum business corporation tax | Creditor legal process available for certificated and uncertificated securities under R.I. Gen. Laws § 6A-8-112 |
| SCchecked 2026-09-20 | South Carolina Business Corporation Act of 1988, S.C. Code Title 33, chapters 1 through 20 | Corporation license fee applies; $15 plus $1 per $1,000 of capital stock and paid-in or capital surplus; $25 minimum | Annual report publicly discloses directors and principal officers with business addresses; formation director disclosure is optional in articles | Statutory close corporation status is available by articles statement or qualifying amendment | South Carolina follows a valid federal Subchapter S election; shareholders include South Carolina S corporation income | Creditor may reach certificated securities, uncertificated securities, or security entitlements through the legal-process routes in S.C. Code Section 36-8-112 |
| SDchecked 2026-09-20 | South Dakota Business Corporation Act, SDCL ch. 47-1A | No general South Dakota corporation franchise/entity tax; bank franchise tax applies to financial institutions | Annual report discloses principal officers and directors/governors with business addresses; initial directors are optional in articles | No statutory close-corporation election located in SDCL Title 47 or ch. 47-1A | No separate South Dakota S-election requirement located; no general corporate income/franchise tax for ordinary corporations | Creditor may reach certificated and uncertificated securities under SDCL 57A-8-112 |
| TNchecked 2026-09-20 | Tennessee Business Corporation Act, T.C.A. Title 48, Chapters 11-27 | Subject to Tennessee franchise and excise tax; franchise 0.25% of Tennessee net worth; excise 6.5% of Tennessee taxable income; $100 minimum franchise tax | Formation charter does not require directors or officers; annual report lists directors and principal officers with business addresses | Typed unknown: statutory close-corporation election not source-bound | Federal S-corporation treatment recognized for Tennessee excise-tax computation; separate Tennessee S-election requirement not source-bound | Creditor legal process can reach certificated or uncertificated securities under Tenn. Code Ann. § 47-8-112 |
| TXchecked 2026-09-20 | Texas Business Organizations Code, Chapter 21, For-Profit Corporations | Subject to Texas franchise tax on taxable margin; 0.75% standard rate, 0.375% retail/wholesale rate; no-tax-due threshold applies | Initial directors are public at formation; officers and directors are reported annually on the Public Information Report | Close corporation status available by required certificate-of-formation sentence | Federal S corporation filing status is recognized in Texas franchise-tax instructions; no separate Texas S-election filing located; franchise tax still applies | Creditor legal process can reach certificated and uncertificated securities under Texas UCC Article 8 |
| UTchecked 2026-09-20 | Utah Revised Business Corporation Act, Utah Code Title 16, Chapter 10a | Subject to Utah corporation franchise and income tax; 4.5% rate with $100 minimum | Formation articles may name initial directors; annual report discloses principal officers and principal-office address | Typed unknown: express statutory close-corporation election not located in reviewed Utah corporation sources | Utah follows the federal S election for TC-20S filing; the $100 corporation minimum tax does not apply to S corporations | Corporate shares are securities; creditor legal process may reach certificated and uncertificated securities under Utah UCC Article 8 |
| VAchecked 2026-09-20 | Virginia Stock Corporation Act, Va. Code Title 13.1, Chapter 9 | Virginia corporate income tax: 6% of Virginia taxable income | Initial directors are optional in articles; annual report discloses directors and principal officers with post office addresses | No statutory close-corporation election located in the current Virginia Stock Corporation Act | Virginia recognizes Subchapter S corporations as pass-through entities; elective PTE tax may apply if elected | Creditor legal process can reach certificated and uncertificated securities under Va. Code section 8.8A-112 |
| VTchecked 2026-09-20 | 11A V.S.A., Vermont Business Corporations | Subject to Vermont corporate income tax with a gross-receipts minimum; lowest listed minimum is $100 | Annual report lists director and policy-making officer names and business addresses; formation directors are optional in articles | Close-corporation status available through required articles provisions | Vermont follows the federal S-corporation election definition and applies Business Entity Income Tax reporting | Corporate securities can be reached by creditor legal process under UCC Article 8 |
| WAchecked 2026-09-20 | RCW Title 23B, Washington Business Corporation Act | Subject to Washington B&O gross-receipts tax; rate varies by business activity classification | Articles may list initial directors; annual report lists governor names; no officer listing requirement located | No statutory close-corporation election located in RCW Title 23B | No separate Washington S election located; B&O gross-receipts tax applies by activity, not federal S status | Creditor legal process may reach certificated or uncertificated securities under RCW 62A.8-112 |
| WIchecked 2026-09-20 | Wisconsin business corporation law, Wis. Stat. ch. 180 | Subject to Wisconsin corporation franchise or income tax; net-income basis; 7.9% rate | Annual report lists director and principal officer names and business street addresses | Statutory close-corporation election available by statement in articles | Federal S status is treated through Wisconsin tax-option corporation filings; no separate Wisconsin S election is required; entity-level tax is elective | Creditor may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| WVchecked 2026-09-20 | West Virginia Business Corporation Act, W. Va. Code ch. 31D | No current West Virginia business franchise tax due under Article 23 for taxable years beginning on or after January 1, 2015 | Initial directors may be listed in articles; annual or biennial report discloses officer and director names and mailing addresses | No statutory close-corporation election located in current Chapter 31D | WV follows federal S-corporation character and shares; no separate state S election located; elective PTE tax is available | Creditor may reach certificated shares by seizure and uncertificated shares by legal process on the issuer |
| WYchecked 2026-09-20 | Wyoming Business Corporation Act, Wyo. Stat. Title 17, ch. 16 | SOS annual report license tax applies; no separate Title 39 income-tax chapter is in force | Formation articles require incorporators, not officers or directors; annual report includes officer and director names and addresses | Statutory close corporation status available by articles statement or amendment | Wyoming S-election conformity not determined from captured primary sources; Title 17 annual report license tax applies | Creditor legal process can reach certificated securities, uncertificated securities, and security entitlements |
Field definitions
- Governing Statute
- Domestic corporation act name, chapter citation, official URL, and model-act posture.
- Franchise Or Entity Tax
- State franchise, entity, income, privilege, or similar corporation tax treatment, authored from the primary revenue or statute source.
- Director Officer Disclosure
- Whether director and officer names or addresses become public at formation or on recurring reports.
- Close Corporation
- Whether a statutory close-corporation election or status mechanism is available, with the governing cite.
- S Election State Conformity
- State treatment of the federal S corporation election, including separate election and entity-level tax treatment where sourced.
- Shareholder Creditor Remedy
- Whether a judgment creditor may reach corporation shares or comparable shareholder interests.
Field definitions are listed below the table. Hover a cell for its source note. Typed unknowns (e.g., “Portal not observable”) are methodological limits, not data gaps.
Research scope
All 51 US jurisdictions (50 states plus DC). This matrix covers corporation governing statutes, franchise or entity tax treatment, director and officer disclosure, close-corporation status, S-election treatment, and shareholder-creditor remedies.
METHOD class and URL rationale
METHOD class: REFERENCE. Consolidates corporation statute, tax, disclosure, close-corporation, S-election, and shareholder-remedy facts in one citable reference surface rather than separate state or field pages. The fields belong on one reference URL because they are recurring statute and filing facts, not separate jurisdiction spokes.
Franchise or entity tax cross-check
Franchise or entity tax values are authored from the primary revenue or statute source in the cell. The franchise-tax matrix locator is retained only as a cross-check and does not supply the displayed value. Recorded locator pattern: transcluded:privatepierce/staging/franchise-tax-matrix/matrix.json#<STATE>.corp_treatment(snapshot_sha256=<current-row-sha>).
Cross-check status recorded for this page: 49 locators resolved, 2 locators recorded as typed non-portable, and roster classification withheld.
How to read this matrix
Each row is a US jurisdiction. Cell text is the validated display value when the source chain is ready for publication; otherwise the cell is withheld with a public unknown label. Hover a cell for source detail. The companion sources.json retains each cell's official source URL, snapshot hash, on-disk snapshot path, pinpoint, and field locator.
Sources
Primary-source citations per cell live in this page's sources.json companion. The full source taxonomy lives at /about/source-registry/.
Frequently asked questions
What does this corporation reference matrix cover?
It covers state-level corporation fields: the governing statute, franchise or entity tax treatment, director and officer disclosure, close-corporation status, S-election treatment, shareholder-creditor remedies, and registered-agent schema coverage.
Does the franchise-tax matrix supply the tax values?
No. Franchise or entity tax values are authored from the primary revenue or statute source in each cell. The franchise-tax matrix row is retained only as a cross-check locator.
Why is the registered-agent column withheld?
The validated corporation corpus does not define a corporation registered-agent source field. The column is present to preserve the requested field boundary without publishing a value that was not sourced.
Is this a recommendation about where to incorporate?
No. The matrix reports official statute and filing facts by jurisdiction. It does not weigh tax, privacy, governance, creditor, or operating outcomes.