How to Form a Corporation in Vermont
By Edmond Hui · Facts verified July 29, 2026 against primary state sources
Edmond Hui · Founder, MyStateLLC
Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.
What you file in Vermont
Incorporation filing
| Document | Articles of Incorporation (11A V.S.A. § 2.02), filed with the Vermont Secretary of State via the Online Business Service Center |
| Fee | $155 |
| Recurring report | Annual Report (11A V.S.A. § 16.22), filed through the VT SOS Online Business Service Center; no numeric form code. — every year, $60 |
| First report due | Annually; a domestic for-profit corporation must file within 2.5 months after the close of its fiscal year (by March 15 for calendar-year corporations), per VT SOS. (Foreign business corporation annual report fee is $250.) |
Sourcing note: Vermont assigns no numeric form code.
This page covers the state filing and the charges that follow it. For the procedural side — name availability, registered agent, bylaws and the federal EIN — see the formation guide and how to get an EIN, both of which apply to corporations as well as LLCs.
What it costs to incorporate and stay filed
State filing charges only. Corporate income tax and franchise tax are excluded — both depend on income or net worth, so no flat figure would be true for every corporation.
| Charge | Amount | How often |
|---|---|---|
| Articles of Incorporation (11A V.S.A. § 2.02), filed with the Vermont Secretary of State via the Online Business Service Center | $155 | One time |
| Annual Report (11A V.S.A. § 16.22), filed through the VT SOS Online Business Service Center; no numeric form code. | $60 | Every year |
| First-year state filing charges | $215 | — |
| Five-year state filing charges | $455 | — |
Vermont is the 41st cheapest of 49 states on the incorporation filing fee alone. Nationally the fee runs from $35 in Montana to $300 in Texas, averaging $113.06. It is a one-off charge, so over five years it is usually outweighed by the recurring report fee and any annual franchise or minimum tax.
States that are cheaper to incorporate in
A cheaper filing fee elsewhere rarely saves money if you actually operate in Vermont. Every state sets its own threshold for what counts as transacting business, and where that threshold is met an out-of-state corporation is generally required to register as a foreign corporation — which would mean fees in both states rather than one. Whether it applies to you depends on facts this page cannot see, so check foreign qualification in Vermont before incorporating elsewhere to save on the filing fee.
Vermont corporation vs Vermont LLC
State filing charges only. Corporate income tax and franchise tax are excluded because both depend on income or net worth, so no flat figure exists for either entity.
| Corporation | LLC | |
|---|---|---|
| Formation filing fee | $155 | $155 |
| Report cadence | Every year | Every year |
| Report fee | $60 | $45 |
| Entity-level tax on the LLC side | — | Minimum Business Entity Tax |
Both entities cost $155 to file in Vermont, so the filing fee is not a reason to pick one over the other.
Full Vermont LLC cost breakdown · LLC vs C-corp explained · LLC vs S-corp explained
State taxes a Vermont corporation pays
Corporate income tax
| Applies | Yes |
| Rate | Graduated (tax year 2024/2025): 6.00% on Vermont taxable income $0-$10,000; $600 + 7.00% of the excess over $10,000 for $10,001-$25,000; $1,650 + 8.50% of the excess over $25,000 for $25,001 and above. |
| Minimum tax | $100 |
Franchise or gross-receipts tax
Vermont has no separate corporate franchise tax. Instead, all active C corporations owe a minimum corporate income tax that scales with Vermont gross receipts: less than $500K = $100; $500K-$1M = $500; $1M-$5M = $2,000; $5M-$300M = $6,000; over $300M = $100,000. A small farm corporation's minimum is $75 (32 V.S.A. § 5832(2)(A)). This minimum is the floor on the C-corp (CO-411) liability. Pass-through entities (S corps/partnerships/LLCs filing BI-471) instead owe a flat $250 minimum entity tax.
The $100 minimum tax is deliberately left out of the filing-charge totals on this page. A minimum tax is owed to the state tax authority on a tax return, not to the business filing office — but unlike an income-based tax it is a floor, so treat it as a recurring cost of keeping the corporation alive here.
What these totals leave out: the filing-charge figures on this page are what you pay the business filing office. They exclude corporate income tax and any franchise or gross-receipts tax, because both depend on income, net worth or receipts. The section above sets out what Vermontlevies — or that it levies neither. Where a state's franchise tax carries a flat minimum, that minimum is an unavoidable annual cost these totals do not include, and over five years it can be the larger number.
C-corp return: CO-411 (Vermont Corporate Income Tax Return)
Electing S-corporation status in Vermont
Vermont follows the federal S election. Full Vermont S-corporation election guide.
Frequently Asked Questions
Where these numbers come from
This page covers the state filing required to incorporate in Vermont and the charges that follow it. Every figure was checked against Vermont's own published sources on July 29, 2026— the state business filing agency's fee schedule, the governing statute, and where a state tax applies, the state Department of Revenue. Commercial formation-service pages were used as leads only and are never cited. Anything the review could not confirm from an official source is left blank on this page rather than filled with an estimate.
Corporate income tax and franchise tax are quoted as the state publishes them, as rate schedules and thresholds, and are excluded from every dollar total here. They depend on income or net worth, so there is no flat figure that would be true for every corporation.