North Carolina

Unified rule for ALL NC entities in Chapter 55D: every domestic corporation, nonprofit, LLC, LP and LLP (and every qualified foreign counterpart) must continuously maintain a registered office and a registered agent, who must be a resident individual, or a domestic corporation/nonprofit/LLC, or an authorized foreign corporation/nonprofit/LLC - in each case with a business office identical to the registered office.

Consent required: yes.

When an entity fails to appoint or maintain a registered agent, or the agent cannot with due diligence be found at the registered office, or a foreign entity's authority is revokedRevocation / administrative dissolutionThe state involuntarily ending an entity's authority to do business - for missed annual reports, a lapsed registered agent, or unpaid fees.Read the full entry →, the Secretary of State becomes the entity's agent for service; the SoS mails a copy to the entity's principal office (or registered office).

• Administrative Dissolution. Being without a registered agent or registered office for 60 days or more, or failing to notify the Secretary of State within 60 days of an agent change, resignation, or office discontinuance, is a ground for administrative dissolution (corporations) after written notice and a 60-day cure period. LLC parallel: G.S. 57D-6-06(a)(3)-(4).
• Revocation Foreign. The same registered-agent failures are grounds for revoking a foreign corporation's certificate of authorityCertificate of authorityPermission for an entity formed in one state to do business in another - the 'foreign' registration.Read the full entry → (60-day notice and cure); revocation makes the Secretary of State the corporation's agent for service of process. Foreign LLC parallel: G.S. 57D-7-30(a)(3)-(4).
• ReinstatementReinstatementRestoring an entity the state revoked or administratively dissolved for missed filings - typically back-filing reports, paying accrued fees and penalties, and filing an application.Read the full entry → Fee. An administratively dissolved corporation may apply for reinstatement; the application fee is $100. Reinstatement relates back to the dissolution date, but the entity may have to change its name if it became unavailable.
• Other. Name exposure after administrative dissolution: the dissolved entity's name is protected for five years after administrative dissolution, but reinstatement may require a name change if another entity took a non-distinguishable name (see § 55-14-22(a1)).

Filing officeFiling officeThe agency that keeps the business register.Read the full entry →

County Register of Deeds (NOT the Secretary of State). One certificate filed in any one county of operation may designate one, several, or all 100 NC counties. The NC Secretary of State maintains a statewide searchable ABN database (sosnc.gov/online_services/assumed_name/search) but accepts no filings.

State fee

n/a (no state-level filing; the county Register of Deeds fee is statutorily uniform statewide: $26 for the first 15 pages + $4 each additional page, per NCGS 161-10(a)(1) 'instruments in general')

Term

Perpetual - effective upon filing and remains in effect until withdrawn (no expiration). Legacy pre-12/1/2017 filings expired 12/1/2022 unless refiled under the new Article 14A.

Renewal

None. No renewal filing or fee. Instead, an Amendment must be filed within 60 days of any change in the certificate information ($26); Withdrawal on ceasing use ($26). Rowan County (and some others) require a separate amendment/withdrawal form (and fee) per business name even though the original certificate could carry up to 5 names.

Publication

Not required. No newspaper publicationPublication requirementA few states require newly formed or registered entities to publish a notice in designated newspapers (New York's LLC publication is the expensive example) - a real cost of formation that fee tables usually omit.Read the full entry → requirement anywhere in NC (Article 14A contains none, and no footprint county imposes one).

Online filing

Available

The regime

North Carolina requires any person - individuals, partnerships, LLCs, corporations, LPs, LLPs, trusts, and other entities - to file an assumed business name certificate with the register of deeds of a county where the person engages in business before doing business under an assumed nameDBA / fictitious nameA name a business operates under that is not its legal name - 'doing business as.' Also: assumed name, trade name, fictitious business name.Read the full entry →. Filing in one county suffices even if business is conducted in multiple counties, and the Secretary of State maintains a statewide searchable database of the county filings.

Where it is filed

The register of deeds of the county where the person is or will be engaged in business (one county filing covers multi-county operations). The register of deeds transmits a scanned image and index data to the Secretary of State, which maintains a centralized, statewide searchable online database.

Term and renewal

The certificate has no expiration: it is effective upon filing and remains in effect until withdrawn. A certificate of amendment must be filed within 60 days after any change in the required information. Certificates filed under the former Article 14 expired December 1, 2022.

Name restrictions

An assumed business name may not include entity-indicator terms the filer is not entitled to: 'corporation,' 'incorporated,' 'corp.,' or 'inc.' unless a Chapter 55/55A corporation; 'limited liability company,' 'L.L.C.,' or 'LLC' unless an LLC organized under Chapter 55D; 'limited partnership,' 'L.P.,' or 'LP' unless a Chapter 59 limited partnership; and LLP/RLLLP designators unless organized or registered as such under Chapter 59.

Assumed names for registered entities

Registered entities adopt assumed names through the same county register-of-deeds certificate under Article 14A, which Chapter 55D leaves undisturbed. Separately, a foreign corporation, nonprofit, LLC, LP, or LLP whose real name is unavailable in North Carolina may use a fictitious name to obtain its certificate of authority by delivering to the Secretary of State a copy of the resolution adopting the fictitious name; the fictitious name must be distinguishable on the Secretary of State's records, and a fictitious name for a foreign entity may also be reserved under G.S. 55D-23.

Penalties

Signing a certificate known to be false in any material respect, with intent that it be delivered to the register of deeds for filing, is a Class 1 misdemeanor.
A person who fails to file a required assumed business name certificate or certificate of amendment 'is liable to any person injured by the failure for the reasonable expenses, including attorneys' fees, incurred by the person in ascertaining, for a reasonable purpose, the information required to be stated' in the certificate.

Official source

sosnc.gov/divisions/business_registration/assumed_business_names/ (governing statute: NCGS Ch. 66, Art. 14A - www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByArticle/Chapter_66/Article_14A.html; fee: NCGS 161-10(a)(1) - www.ncleg.gov/EnactedLegislation/Statutes/HTML/BySection/Chapter_161/GS_161-10.html)↗ (opens the official source)

What it is called

Franchise or privilege taxFranchise taxA recurring tax on the privilege of existing as an entity in a state - not a tax on franchising a business.Read the full entry → on domestic and foreign corporations (N.C.G.S. Ch. 105, Art. 3, GS 105-114 et seq.; imposition GS 105-122)

Administering agency

North Carolina Department of Revenue (NCDOR)

Corporation minimum

$200

How it is computed

Corporations only (C and S), annual, on APPORTIONED NET WORTH (GS 105-122(b),(c1),(d); net-worth-only base for TY >= 2023). TY >= 2025 rates (GS 105-122(d2)): C corp = $1.50 per $1,000 of tax base, capped at $500 for the first $1,000,000 of base, plus $1.50 per $1,000 of base over $1,000,000 (so B > $1M pays $500 + $1.50/$1,000 over $1M); S corp = flat $200 on the first $1,000,000 of base plus $1.50 per $1,000 over $1,000,000. Statutory minimum $200 either way; no overall cap. Due with the corporate income tax return (CD-405/CD-401S), 15th day of the 4th month after income-year end (GS 105-122(a)); April 15 for calendar-year filers. LLCs: NOT subject unless the LLC elects corporate taxation under the Code, in which case it is a 'corporation' for Article 3 (GS 105-114(b)(2)) - default-classification LLCs pay $0 franchise tax (only the $200 SOS annual report). Holding companies are taxed under GS 105-120.2 instead of 105-122 (GS 105-114(a4)); that schedule/cap not captured. Local franchise taxes prohibited (GS 105-122(g)).