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South Dakota CorporationForm a Corporation or S-Corp in South Dakota for $0 service fee plus the $150 state fee. Articles, bylaws, 10M authorized shares, founder stock with vesting, EIN, BOI included.
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South Dakota Corporation Formation, 2026
Incorporating live in South Dakota · C-Corp & S-Corp supported

How to form a corporation in South Dakota for $0 service fee.

South Dakota state filing fee is $150. Standard processing Same day (online). We file Articles of Incorporation with the South Dakota Secretary of State, issue 10M authorized shares (QSBS-eligible), prepare South Dakota corporate bylaws, issue founder common stock with vesting and 83(b) templates, obtain your EIN, and file your BOI report.

Start your South Dakota Corporation Is a corp right for me
$0 service fee QSBS preserved 60-day money-back
CERTIFICATE OF INCORPORATION
South Dakota C-Corporation
Authorized shares10,000,000
Par value$0.0001
State fee$150
ProcessingSame day (online)
SD
SEAL
2026
$150
South Dakota incorporation fee
10M
Authorized shares (standard)
QSBS
Capital gains exclusion
$0
Our service fee
$0
Service fee
we file it free
$150
South Dakota state fee
passed through at cost
5-7 biz days
Processing
state office turnaround
C-Corp + S-Corp
Both supported
with S-Corp election
SOC 2 Type II · 2025 report 4.9 · 8,200+ reviews E&O Insured · carrier on request 51 Jurisdictions 220,000+ Formed
See disclosures + carrier names →
Bylaws + minutesSouth Dakota-specific corporate governance ready
Founder stock + 83(b)Vesting agreement, 83(b) template included
Cap table toolFree under 50 stakeholders, SAFE-ready
Is a South Dakota corporation right for you

When the corporation structure fits.

FORM A CORPORATION IN SOUTH DAKOTA IF
  • You plan to raise venture capital (institutional investors require C-Corp)
  • You want to issue stock options to employees (ISOs)
  • You want QSBS eligibility for capital gains tax exclusion
  • You expect significant retained earnings (C-Corp can retain at 21% federal rate)
  • You want clear separation between operators and shareholders
FORM AN LLC INSTEAD IF
  • You are a solo operator or small business not raising outside capital
  • You want pass-through taxation with no corporate formalities
  • You prefer minimal annual compliance burden
  • You will own real estate (LLCs are standard for property holding)
  • You want simpler ownership transfer without share certificates
The South Dakota business environment

Why South Dakota for your corporation.

No state income tax. Strong financial services industry (credit card companies relocated here for favorable usury laws). Asset-protection trust legal environment is among the most favorable in the US. Same-day online filing.

State GDP$72BTotal state output
Population920kCensus estimate
Small businesses~90,000Per SBA
NotableNo state income tax + asset-protection trustsEconomic distinction
Top industries in South Dakota
Financial services (credit cards)AgricultureManufacturingTourism (Mount Rushmore)Healthcare
Top cities

Where South Dakota corporations are headquartered.

Sioux Falls
Largest city. Financial services, healthcare, retail HQs.
Rapid City
Tourism (Mt Rushmore), military, healthcare.
Aberdeen
Manufacturing, agriculture.
Brookings
Agriculture, education, manufacturing.
Pierre
State capital. Government, agriculture.
Ready to incorporate in South Dakota?5 minutes. $0 service. $150 state fee at cost. C-Corp default with 10M authorized shares.
Start your South Dakota Corp →Pay only state fee
What is included on Starter

Free with your South Dakota corporation LLC formation.

Starter is genuinely $0. We pass through the $state South Dakota corporation state fee at cost. Everything below is included free.

  • Articles filed with the South Dakota Secretary of State, our service fee $0
  • IRS EIN application (Form SS-4) filed for you
  • South Dakota corporation-specific Operating Agreement or Bylaws template
  • South Dakota corporation Registered Agent service: first year free, then $99/year
  • Basic South Dakota corporation compliance calendar (annual report dates)
  • Document storage, 5 GB
Upgrade to Growth · $49/mo

Add the operating stack most South Dakota corporation businesses need.

BOI filing + annual report filing + custom domain (1 free) + business email (3 mailboxes) + business phone line + brand kit (logo + 100 cards) + website builder + books + CRM + e-signature unlimited + document vault unlimited + audit trail + priority support. See full Growth features →

Or pay as you need

BOI filing $249 one-time · Annual report filing $149 + state fee · Foreign qualification $149/state · Trademark $249/class + USPTO fee · Custom Operating Agreement $199 · Expedited state filing state fee + $50 service. Full add-on pricing →

Filing timeline

From form to filed in South Dakota.

1
Day 0
Tell us about your businessEntity name, incorporators, share structure, founder allocations
2
Day 1
We file with South DakotaArticles submitted to the South Dakota Secretary of State
3
Day 2-5
EIN + governance docsEIN issued. Bylaws, board minutes, founder stock prepared
4
Day 5-30
83(b) + cap table83(b) mailed (30-day deadline). Cap table populated. Ready to operate
Skip the South Dakota paperwork.Articles, bylaws, founder stock, 83(b), EIN, BOI, all done end to end.
Start your South Dakota Corp →Pay only state fee
Compare to alternatives

South Dakota corp vs other formation states.

Delaware (default for VC-backed)$89+Required by most VCs. Foreign qualification in South Dakota still needed.
North Dakota$135Slightly lower fees, larger oil economy
Wyoming$100Lower fees, similar asset protection
Nebraska$100Biennial cycle, similar agricultural mix
South Dakota Corp$150Form here if you operate in South Dakota.
Local resources

South Dakota corporate resources.

SD Governor's Office of Economic DevelopmentState business support
SD SBDCStatewide network
Sioux Falls ChamberMetro chamber
Black Hills ChamberRapid City area
60day promise

The File.Business Promise

If we miss a filing deadline on a service you pay us to manage, we pay the state penalty. If you change your mind in the first 60 days, we refund our service fee in full. Your data stays yours, always.

60-day money-back Penalty-free filings Cancel anytime QSBS preserved
FAQ

South Dakota Corporation questions.

Should I form my South Dakota corporation as a C-Corp or S-Corp?
Most South Dakota corporations start as C-Corps (default federal tax treatment). S-Corp is a federal election (Form 2553) you file later, typically when net profit crosses $60-80k. For venture-backed startups, C-Corp is required: S-Corp cannot have institutional investors, non-US shareholders, or multiple share classes. We file the South Dakota corporation; you can elect S-Corp anytime by filing Form 2553.
What is the difference between forming an LLC and a corporation in South Dakota?
LLCs are simpler (no shares, fewer formalities, pass-through tax by default). South Dakota corporations have shareholders, a board of directors, officers, bylaws, board minutes, and double taxation by default. Corporations are the standard structure for raising venture capital because investors require preferred stock, ESOPs, and other corporate-specific instruments LLCs cannot provide.
Do I need bylaws for my South Dakota corporation?
Yes. South Dakota corporations are governed internally by bylaws (board structure, officer roles, meeting requirements, voting rules) plus the Articles of Incorporation filed with the South Dakota Secretary of State. We include South Dakota-appropriate bylaws with every formation, along with initial board minutes and a corporate governance binder.
How many shares should my South Dakota corporation authorize?
Standard for a new C-Corp: 10,000,000 authorized shares of common stock with a small percentage actually issued to founders. The 10M structure leaves room for an option pool (typically 10-20%) and future preferred stock issuances in financing rounds. We file the 10M authorized share structure by default; you can specify a different number.
What is QSBS and does my South Dakota corporation qualify?
Qualified Small Business Stock (IRC Section 1202) lets shareholders exclude up to $10M (or 10x basis) of capital gains on qualifying C-Corp stock held more than 5 years. South Dakota C-Corps qualify if they meet the active business test (80% of assets used in qualified trade) and the gross asset test (under $50M at issuance). We preserve QSBS eligibility from day one.
Do I need to issue founder stock with vesting?
Highly recommended. South Dakota founder stock without vesting means a co-founder who leaves after 6 months keeps 100% of their shares. With standard 4-year/1-year-cliff vesting, the company can reclaim unvested shares. We issue founder stock with vesting and prepare Section 83(b) election forms (due to IRS within 30 days of issuance).
When should my South Dakota corporation elect S-Corp status?
S-Corp election (IRS Form 2553) can save self-employment tax when net profit crosses ~$60-80k. Restrictions: 100 shareholders max, US individuals only (no entities, no non-resident aliens), single class of stock. If you plan to raise venture capital, stay C-Corp. Our service fee for filing Form 2553 is $99.

Start your South Dakota Corporation in 5 minutes.

Tell us a few details. We file with the South Dakota Secretary of State, prepare your bylaws, issue founder stock with vesting, file your 83(b) reminder, obtain your EIN, and file BOI.

Start your South Dakota CorpTalk to a South Dakota specialist
Pay only state fee QSBS preserved 60-day money-back

Related searches: form a corporation in South Dakota · South Dakota C-Corp · South Dakotan S-Corp · South Dakota incorporation cost 2026 · how to incorporate in South Dakota · South Dakota Secretary of State corporation · South Dakota corporate bylaws · South Dakota QSBS · Delaware vs South Dakota C-Corp

Built for real businesses

Corporations we have formed in South Dakota.

Funded startup · South Dakota
Funded startup · South Dakota
C-Corp + 83(b)
C-Corp + 83(b)
S-Corp election
S-Corp election
$129/yr Compliance Annual Filings · penalty-free

On the $129/yr Compliance Annual Filings plan, we cover state late fees.

When you autofile your annual report through the $129/yr plan and we miss the deadline, we pay the state's late fee. The guarantee applies to that specific plan and the filings it includes. Other File.Business services are billed at the prices on this page.

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File.Business is a private business filing and compliance service. We are not a government agency and are not affiliated with any Secretary of State office. You may file directly with the appropriate state agency. SOC 2 Type II audited. 220,000+ businesses formed since 2017.
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