Ohio Secretary of State — Business FAQ

• Online: Credit Card (Visa, Mastercard, Discover, and American Express) or Debit Card

• By mail: Check or money order payable to “Ohio Secretary of State.”

• In person: All the above, plus cash, can be accepted via the office’s Client Service Center at 180 Civic Center Drive, Columbus, OH 43215.

The Secretary of State cannot provide legal advice on entity selection (corporation, LLC, partnership, etc.). Consult an attorney. Once you decide, our office can assist with the filing process.

Any domestic or foreign business transacting business in Ohio under a name other than a personal name must register. Sole proprietorships and general partnerships are NOT required to file, but may need to secure a trade name or report a fictitious name.

• Example: “Bob Smith” is not required to register before conducting business, but “Bob Smith’s Automotive Shop” is required to register.

Businesses can be reinstated up to two years from the cancellation date. After two years, the entity is permanently canceled.

Copies are acceptable.

No. These are internal documents maintained by the business.

Yes. In addition to filing with our office, contact:

• Ohio Department of Taxation — complete tax closure forms.

• Ohio Bureau of Workers’ Compensation — close accounts as applicable.

• Ohio Department of Job and Family Services — close accounts as applicable.

Regular reporting requirements exist only for certain entities. These include:

• Professional associations & LLPs (Biennial filings)

• Nonprofit corporations (Statement/Certificate of Continued Existence)

• Trade names, fictitious names, trademarks, and service marks (Periodic renewals)

The Secretary of State does not handle consumer complaints. Visit File a Consumer Complaint — Ohio Attorney General to learn how to file a complaint.

You must properly dissolve your entity with our office (e.g., by filing a Certificate of Dissolution) and notify the appropriate tax authorities.

No. Licensing is handled by other state agencies. See Licenses & Permits — Ohio.gov and the Ohio Business Gateway to learn more.

An expedited filing has a guaranteed processing time and an additional fee based on the level of expedite. Regular filings are processed in the order that they are received.

No. To apply for a Tax ID or EIN, contact the IRS or apply online at: IRS — Apply for EIN.

No. Both are filed as a “corporation.” Tax status is set with the IRS. To form a corporation, file Form 532A — Articles of Incorporation.

No. If you formed a corporation or LLC, the entity registration protects the name.

Obtain written permission and file Form 590 — Consent for Use of Similar Name. If you cannot gain consent to use an existing name, you must choose a different name that’s distinguishable on the record.

A trade name must be distinguishable and provides the owner with exclusive use in Ohio, once registered. A fictitious name is not required to be distinguishable; and does not grant exclusive rights.

• Example: If “Benny’s Ice Cream” is a fictitious name, a corporation may register “Benny’s Ice Cream, Incorporated.”

“DBA” (Doing Business As) is a general term. In Ohio, you file a trade name or report a fictitious name, which serves a similar purpose.

No. Incorporation in Ohio does not automatically grant IRS tax-exempt status. To become tax-exempt, apply with the IRS and include the required language in your Articles of Incorporation (or file an amendment).

• Learn more:

  • IRS Charities — Required Provisions

  • IRS Charities & Nonprofits

  • IRS Publication 557 (PDF)

  • StayExempt Resource Library

Yes. See “Guide to Registering Your Trademark or Service Mark in Ohio” (PDF).

No. Copyright is federal. Contact the U.S. Copyright Office to learn more.

Many charitable organizations are required to register and file annual financial reports. Contact the attorney general’s Charitable Law Section or visit Charitable.Ohio.gov for more information.

Possibly. Check the city-specific requirements to determine if any permits or reports are required. You may choose to consult counsel or your local government.

No. We do not maintain ownership/officer lists. However, we do list the statutory agent name and address. Use the Business Search and select “Search by: Agent/Registrant” to locate records.

• Active: Name is in exclusive use; consent required to use.

• Held: Temporary hold; registrant has exclusive rights until the hold expires; consent required.

• Canceled/Dissolved: Name is available on a first-come, first-served basis.

File the appropriate amendment form. For extensive changes, file Amended and Restated Articles. To close an entity, file the dissolution form that corresponds to your entity type. These forms are available on our website at: Business Filing Forms.

An amendment changes selected provisions of the original articles. Amended/Restated Articles replace and supersede the existing articles.

All business entities must appoint and maintain a statutory agent to receive legal documents and official notices.

An Ohio resident individual, or a qualifying business entity with an Ohio business address can serve as a statutory agent. A business entity must be authorized to do business in Ohio to qualify.

No. It must be a street address in Ohio (a primary residence or usual place of business open during normal hours with an authorized person present). CMRAs (private mailbox services) are not allowed.

On initial filing, include the agent’s written acceptance, street address, and ZIP code. No fee is charged for the original appointment.

Most entities will file Form 521 — Statutory Agent Update. LLPs should use Form 545 — Amendment of Partnership Statement. Failure to file an update may result in entity cancellation.

Yes. Banks, trust companies, insurance companies, and entities defined as public utilities for taxation purposes do NOT need a statutory agent.

If you are the Statutory Agent for six or more entities, you may use Form 526a to update your own name/address across all those records. The fee for this service is $125 + $3 per change.

Please note that this form is not used for switching to a different agent (use Form 521 per entity instead). Changes do not update any trade/fictitious names or marks where you are the registrant. File those updates separately.

A Community Improvement Corporation is a nonprofit corporation formed under Ohio Revised Code (ORC) Chapter 1724 to advance the industrial, economic, commercial, and civic development of an area.

A county that meets certain requirements may organize a community improvement corporation. The county treasurer serves as the incorporator, and the Articles of Incorporation are approved by the board of county commissioners. To file, use Form 532B or online through the office’s business portal. The Secretary of State submits documents to the Ohio Attorney General for approval.

For more information, please contact our office or consult with an attorney.

A CDC is a for-profit corporation formed under Ohio law to promote statewide or regional business and industrial development. To register, file Form 532A — For-Profit Articles. The Secretary of State submits documents to the Ohio Attorney General for approval. CDCs must maintain a Statutory Agent, but have no other recurring filings.

A CRC is a for-profit or nonprofit corporation formed under Ohio law to redevelop blighted areas. It is registered with our office using Form 532A (for-profit) or Form 532B (nonprofit). CRCs must maintain a Statutory Agent and, if formed as a nonprofit, file a Certificate of Continued Existence every 5 years.

Submit a complaint via the online complaint process. See the Fraudulent Filing Complaints page for further details. You may also contact the U.S. Postal Service for questions about misdelivered mail or consult with a legal advisor.

First, verify that you or someone at your business did not file or pay a third party to file a document on your behalf. If a third-party service was used to file the document, you must discuss the matter with them. If the filing was truly unauthorized, please submit an online complaint to our office.

The only complaints the Secretary of State’s business services office has authority to investigate are those related to business entity documents that have been filed and approved by the office. The following actions involving business documents filed with the Secretary of State’s office are subject to complaint and possible administrative action:

• Including a person’s name on a business entity filing without the named person’s consent.

• Including an address in a business entity filing without the consent of the owner or occupant of that address.

• Submitting a business entity filing on an existing business by an individual or business that does not have written consent or authority to change the business record.

Please note: If you are receiving mail for a business that has simply failed to update its information with our office, we cannot process a complaint. It is the responsibility of the business entity to keep its records current. The U.S. Postal Service provides guidance for dealing with unwanted mail.

Complaints are not intended for settling internal disputes among business partners, spouses, family members, coworkers, business competitors, tenants, or landlords. For those types of disputes, please seek legal counsel.

If a business filing is submitted by a previous employee or business partner with no authority to file, the Secretary of State’s office will consider the complaint.

If you have pending or planned litigation, do not submit a complaint with the Secretary of State’s office until after the court has ruled on the matter.

Timelines vary. After the Secretary of State’s office has reviewed the complaint, you will be notified of our decision and whether we will send a Notice and Demand letter. If a notice is sent, it must be responded to within 21 days from when the notice is mailed. If a response is not received within 21 days, the person is deemed to have conceded to the allegations.

If the business entity was created without authorization or for fraudulent purposes, the following actions will occur:

• The business entity will be permanently canceled with a notice on the public record that the entity has been determined to be unauthorized or fraudulent.

• Any names or addresses that were used without consent will be redacted from the record.

• All additional filing functionality will be disabled for the business entity.

If the business entity is legitimate but an unauthorized filing was submitted, the following actions will occur:

• The unauthorized filing will be canceled with a notice on the public record that the filing was determined to be unauthorized or fraudulent.

• The information that was added to the business record, without authorization, will be redacted, and the data will be reverted to what it was prior to the fraudulent filing.

No. If you believe you are a victim of a business scam or theft, immediately contact local law enforcement. You may also want to file a consumer complaint or scam complaint with the Ohio Attorney General’s office.

You can use the Secretary of State’s online business search to see if your name is listed as an agent for a business entity. In the Search By drop-down menu, select Agent/Registrant and then search for your name.

To prevent bad actors from making unauthorized filings, monitor your business records. In addition, consider signing up for the Business Filing Notification System. For more information, see the Business Identity Theft page.