● Washington, DC · Incorporation
How to Incorporate in Washington, DC
Incorporate in DC the right way – CountSure sizes your stock to control the tiered filing fee, files your Articles of Incorporation, and sets up your Basic Business License. Filing fee scales with authorized capital – size it right.
Requirements, costs & steps to incorporate in DC
Incorporating in the District of Columbia creates a formal entity with directors, officers, and stock – a common choice for the District’s many nonprofits, consultancies, and government-adjacent businesses. DC is a federal district with its own rules: a biennial report instead of annual, a corporate franchise tax on DC income, and a mandatory Basic Business License. This guide covers the cost, the filing steps, and ongoing compliance. To compare structures first, read our LLC vs. corporation guide, or let our DC incorporation service file it all for you.
The short answer: To incorporate in DC you file Articles of Incorporation with the Department of Licensing and Consumer Protection (DLCP) for a filing fee that starts at $99 and scales with authorized capital, appoint a registered agent, set your authorized stock, adopt bylaws, and issue shares. DC has no initial report or publication requirement. Corporations then file a $300 Biennial Report (due April 1) and pay the 8.25% Corporate Franchise Tax (Form D-20) on DC net income, minimum $250.
You can verify the fees from official website of Washington, DC – Click here to verify
● Key takeaways
What you need to know?
- Filing fee: Starts at $99 and scales with authorized capital - $550, $1,100, or $1,650 at higher tiers - filed with DLCP.
- Corporate Franchise Tax: 8.25% on DC net income (Form D-20), minimum $250 (receipts ≤ $1M) or $1,000 (over $1M).
- Biennial Report: $300, due April 1 every two years - first one the year after incorporating.
- No initial report or publication: DC does not require an initial report or newspaper publication for corporations.
- S-corp caveat: DC recognizes S-corp status federally but still taxes S-corporations at the entity level - there’s no DC-level pass-through break.
District of Columbia corporation at a glance
The essentials for incorporating and maintaining a DC corporation.
| Requirement | Detail (2026) |
|---|---|
| Formation document | Articles of Incorporation |
| Filing agency | DC Dept. of Licensing & Consumer Protection (DLCP) |
| State filing fee | $99+ (scales with authorized capital) |
| Registered agent | Required; physical DC address (no PO box) |
| Directors | Min. 1; no residency requirement |
| Initial report / publication | None |
| Biennial Report | $300, due April 1 every two years |
| Corporate Franchise Tax | 8.25% (Form D-20); min $250 / $1,000 |
| Basic Business License | Required; ~$99+ (category-based) |
| S-corp election | Recognized federally; DC taxes at entity level |
● Step by step
How to incorporate in DC, step by step
Choose a compliant corporate name
DC corporate names must include “Corporation,” “Incorporated,” “Company,” “Limited,” or an abbreviation, and be distinguishable from existing names. Reserve a name for 120 days for $50 if desired.
Appoint a registered agent
A DC resident or registered service with a physical DC address (no PO box) who accepts service of process. CountSure can serve as your registered agent.
Prepare your stock structure
File Articles of Incorporation with DLCP
Adopt bylaws and hold an organizational meeting
Get an EIN and register with OTR
Get your Certificate of Occupancy and Basic Business License, then calendar the Biennial Report
DC incorporation filing fee: how the tiers work
Unlike DC’s flat $99 LLC fee, incorporating carries a filing fee that scales with your authorized capital (the number of authorized shares multiplied by their par value). The tiers are: $99 up to $100,000, then $550 ($100,001-$500,000), $1,100 ($500,001-$1M), and $1,650 over $1M. Because the fee is driven by authorized capital rather than issued shares, you can keep the cost at the $99 minimum by authorizing shares at a low par value – while still leaving room for future financing. Size the structure deliberately at formation so you don’t overpay or box yourself in later.
● Directors & documents
Director & formation requirements
DC keeps director rules light and requires no initial report. Here’s what to get right at formation.
- Minimum number: At least one director.
- Residency / age: No DC residency requirement; standard age of majority applies.
- Listed in Articles: Director names are generally not required in the Articles; DC has no separate initial report where they’d otherwise appear.
- Stock: Total authorized shares (and classes/rights if more than one); DC’s filing fee scales with authorized capital - $99 up to $100,000, then $550 / $1,100 / $1,650 at higher tiers.
- Records: Keep bylaws, minutes, and shareholder records at the registered agent’s office or principal place of business.
Ongoing DC corporation compliance & taxes
Corporate records
Keep bylaws, meeting minutes, a shareholder list, and stock records at the registered agent’s office or your principal place of business. Maintaining these formalities protects your limited-liability status.
Biennial Report - $300, April 1
DC corporations file a Biennial Report with DLCP every two years, for $300 ($80 for nonprofits). The first report is due April 1 of the second year following incorporation, then every two years. Missing it risks a late fee and administrative dissolution.
Corporate Franchise Tax - 8.25%
DC corporations pay the Corporate Franchise Tax on DC-source net income at 8.25% (Form D-20), with a minimum tax of $250 (gross receipts up to $1M) or $1,000 (over $1M). The return is generally due by the 15th day of the 4th month after year-end; DC grants an automatic extension with Form FR-120 if 90% of the tax is paid on time.
S corporation election
DC recognizes the federal S-corporation election, but does not honor pass-through treatment at the DC level – S-corporations are still subject to DC’s entity-level franchise tax. Weigh this before assuming an S-corp saves DC tax.
EIN and state tax ID
District of Columbia incorporation cost breakdown
The full picture before optional services.
| Item | Cost (2026) · paid to |
|---|---|
| Certificate of Incorporation | $250 · Secretary of the State (incl. min. franchise tax to 20,000 shares) |
| Excess-share franchise tax | Sliding scale · above 20,000 authorized shares, at filing |
| Organization & First Report | $150 · within 30 days of incorporating |
| Annual report | $150 / year · Secretary of the State, anniversary month |
| Name reservation (optional) | $60 · 120-day hold |
| Registered agent (optional service) | ~$49–$300/yr · third party |
| EIN | $0 · IRS (free) |
● Expert view
Insight from our team
“The surprise for DC corporations is that an S-corp election doesn’t buy you what founders expect. Federally you get pass-through treatment; at the DC level the District still taxes the entity at 8.25%. So the S-corp math that works in most states doesn’t automatically work here. For DC-based corporations we model the franchise tax first, then decide on the federal election – not the other way around.”
Parth Shah
CountSure
● Keep exploring
Related guides & services
- All state formation guides
Colorado incorporation Questions
The filing fee starts at $99 and scales with your authorized capital ($550, $1,100, or $1,650 at higher tiers). Ongoing, budget $300 every two years for the Biennial Report, plus your Basic Business License and the corporate franchise tax.
It’s an 8.25% tax on your corporation’s DC-source net income, filed on Form D-20, with a minimum of $250 (receipts up to $1M) or $1,000 (over $1M).
No. DC has no initial report or publication requirement for corporations. Your first ongoing filing is the Biennial Report, due April 1 of the second year following incorporation.
At least one, with no DC residency requirement.
Not at the DC level. DC recognizes the federal S-corp election but still taxes S-corporations at the entity level, so weigh the DC franchise tax separately from the federal benefit.
Get Started
Incorporate in DC with CountSure
From Articles of Incorporation and a clean stock structure to bylaws, EIN, your Basic Business License, and the April 1 Biennial Report, CountSure handles DC incorporation start to finish.
- Free 30-minute consultation with a CPA
- Fixed-fee, fully transparent pricing
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