Start a Domestic (WA) Social Purpose Corporation Online

Articles of Incorporation with Initial Report of a Social Purpose Corporation: Online Instructions

Purpose: Articles of Incorporation are used to create a new business entity that has not previously been registered with the Office of the Secretary of State; or is beyond its five (5) year reinstatement period.

Filing Fee: $180 in addition to an online processing fee.

Expedited Service: You may add expedited priority for an additional $100 at checkout, which is generally processed within three working days.

Select each section dropdown below for instruction and important information.

Unified Business Identifier (UBI)

If the business has previously registered with a Washington state agency (e.g., Department of Revenue, Labor & Industries, or Employment Security), it may already have a 9-digit UBI number.

• Select “Yes” to enter an existing UBI (do not use a UBI from a Sole Proprietorship or General Partnership).
• If the business does not have a UBI, select “No” to continue. A UBI will be assigned upon successful filing.

Business Name

If you have a reserved name and a Name Reservation Number, select “Yes,” enter the number, and click “Get Name.” The reserved name will populate automatically. Then, select the appropriate business entity designation.

If you don’t have a reservation, enter a proposed business name and click “Look Up” to check availability.

• If the name is not available, enter a different one.
• If the name is available, you may proceed to the next step.

Note: Name availability is subject to final review by the Secretary of State. The system does not account for pending submissions.

In accordance with RCW 23.95.305, a Profit Corporation name must contain the words “Corporation”, “Incorporated”, “Company”, “Limited” or the abbreviation “Corp.”, “Inc.”, “Co.” or “Ltd”.

Must not contain any of the following words or phrases: “Bank”, “banking”, “banker”, “trust”, “cooperative”, or any combination of the words: “industrial” and “loan”, or any combination of any two or more of the words: “building”, “savings”, “loan”, “home”, “association”, and “society”, or any abbreviation thereof. A Profit Corporation name must be distinguishable upon the records of the Secretary of State from any other business already registered with the Secretary of State’s Office.

The name must also be distinct from any other business name already registered with the Secretary of State.

Purpose and Powers

1. Enter the general business purpose or purposes of the corporation.
2. Check all appropriate social purposes that apply.
3. List any specific social purposes for which this corporation is formed. This is not required.
4. The mission of this social purpose corporation is not necessarily compatible with and may be contrary to maximizing profits and earnings for shareholders, or maximizing shareholder value in any sale, merger, acquisition, or other similar actions of the corporation.
5. Upload your Purpose and Powers Attachment (Optional).

Attestation of Social Purpose

Select the checkbox next to "This corporation is organized under the… as a social purpose corporation." to attest to this required statement.

• If you have selected Social Purpose Corporation in error, you may exit this filing and start over.

Registered Agent Consent

Select the appropriate statement regarding your business' Registered Agent.

• This section defaults to "I am not the Registered Agent..." review the statement associated with this selection and confirm before proceeding.
• Select "I am the Registered Agent..." to allow the system to use your contact information.

Registered Agent

All businesses must designate a Registered Agent in Washington State, as required by RCW 23.95.415. The agent must consent to serve, and by selecting a consent option, the submitter affirms the listed statements.

Select Agent Type

Choose either a Commercial or Noncommercial Registered Agent.

Commercial Registered Agent: A business or individual registered with the Secretary of State to receive legal documents on behalf of entities.

• Use the search tool, select the agent from the results, and click “Select Agent.”

Noncommercial Registered Agent: A business or individual who agrees to receive legal documents but is not registered as a commercial agent.

• Click “Add New Agent” (even if search results appear) to ensure accurate entry.
• Enter and confirm the agent’s email address 
• Provide a physical street address in Washington State (no PO Boxes or PMBs) and mailing address (optional).
• Phone number (optional).

Articles of Incorporation

If the business entity has a drafted Articles of Incorporation, select “Yes” and upload the document. The Secretary of State does not record operating agreements or other internal governance documents. The uploaded articles will not be file-stamped but will be included as an attachment to the system-generated PDF.

If uploaded documents conflict with the information entered in the online form, this filing will be sent back for corrections or clarification. This is a very common rejection for online submissions.

Corporate Shares – New Formation

Enter the number of authorized shares.

• Select the class of shares to be issued. ​​​​
  • If preferred stock is selected, you are given the option to provide an upload to provide share information.

The Secretary of State is unable to assist in determining the classification of shares your business has and how many you have per class. Please consult a legal professional or refer to RCW 23B.06.010 and RCW 23B.06.020 for further information.

Other Provisions

Use this section to list any additional provisions for the business.

• If the content exceeds 500 characters, enter “see attached” and upload a document with the full details.

Duration

If no option is selected, the business will default to a perpetual duration, meaning it will continue until it is voluntarily or administratively dissolved.

Only one option may be selected:

• Perpetual (ongoing),
  or a 
• Specific date or number of years (after which the business will be administratively dissolved as recorded).

Effective Date

Choose when the filing should take effect:

• Date of Filing: The filing becomes effective on the date it is processed by our office.
  or a
• Future Date: You may select a future effective date, up to 90 days from the filing date.

Incorporator

Enter the name and address of each Incorporator(s), then click “Add Incorporator.” Incorporators are the individual(s) who are incorporating the corporation and signing the Articles of Incorporation.

• Do not include individual names in the business entity name.
• To add more Executors, repeat the process and click “Add Incorporator” after each entry.
  • All added Incorporators will appear in the list below the entry fields.

Principal Office

This is the location where the business keeps its records.

• Email: Enter and confirm the email address (required). ACP Participants: Only check the ACP box if you are enrolled in the Address Confidentiality Program and can provide your participant number. More information about the ACP program.
  • If you have trouble entering your address, uncheck the ACP box and try again.
• Street Address: Must be a physical address (no PO Boxes or PMBs). It does not need to be in Washington State. and mailing address (optional).
• Phone number (optional).

​Governors

This section is not required if submitting without the initial report.

List the individuals or entities responsible for governing the business.

• ​ Do not include individual names in the business entity name.
• To add a governor, select the type (individual or entity), enter the name, and click “Add Governor.”
  • Added governors will appear in the list below the entry fields.

Nature of Business

This section is not required if submitting without the initial report.

Provide the nature of business of the business entity.

• Standard selections are available in the drop-down list
  and/or
• Check “other” to unlock the text box and enter a brief description of the nature of business.

Return Address for this Filing

If entered, confirmation for this filing will be sent to this address in addition to the Registered Agent’s address.

Upload additional documents

Use this section to upload any required supporting documents.

Do not upload meeting minutes, ownership details, operating agreements, bylaws, or other internal governance documents, these uploads will be removed before the filing is completed.

Email Opt-In

Select the checkbox if the business entity elects to opt-in to email notifications from our office. All notifications will be sent to the email address on record.

Authorized Person

Provide the first and last name of the authorized person submitting the filing. Then select the checkbox next to “This document is hereby executed under penalty of law and is to the best of my knowledge, true and correct.”