Nebraska S-Corp Formation

Form Your Nebraska S Corporation

Incorporate in the Cornhusker State and elect S-corp status to pass income through to owners, cut self-employment tax, and keep compliance simple with biennial reporting

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Filed in Nebraska

The Cornhusker State · NE

Available
  • State filing fee$100
  • Processing time3-5 business days online; 1-2 weeks mail. Fee based on authorized capital stock ($60 min for first $10k) plus $5/page recording
  • Our formation feeFree (you pay $100 if you choose a paid plan)
  • Annual report~$26-$30 + capital-based occupation tax — due Biennial occupation tax, even years
  • State tax rate4.55% corporate income tax
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Form your Nebraska S-Corp — pay only the state filing fee, nothing more.

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What's included

Everything to launch your Nebraska S-Corp

Free formation means you pay only the $100 state filing fee. All core services are included at no extra charge.

Articles of Incorporation filing

We prepare and submit your Articles of Incorporation to the Nebraska Secretary of State.

Registered agent

Required in Nebraska — we act as your agent for the first year.

EIN from the IRS

Your federal Tax ID — required to open a US business bank account and file taxes.

Corporate bylaws

Professionally drafted corporate bylaws — defines ownership, voting, and profit splits.

Why Nebraska?

Benefits of forming an S-Corp in Nebraska

Nebraska pairs a stable, diversified economy with affordable incorporation costs and biennial reporting, making it a practical home for an S corporation that wants to minimize self-employment tax through payroll and distributions. With Berkshire Hathaway, Mutual of Omaha, low unemployment, and a 4.55% corporate income tax, the Cornhusker State offers a reliable base for owner-operated businesses electing pass-through treatment.

Pass-through taxation avoids the entity-level double tax C corporations face

Payroll-tax savings: distributions beyond a reasonable W-2 salary escape self-employment tax

Limited liability protects personal assets from business debts and lawsuits

Biennial (not annual) reporting reduces ongoing Nebraska compliance burden

Central US location with a stable, diversified, agriculture-anchored economy

Strong financial-services presence, home to Berkshire Hathaway and Mutual of Omaha

Low cost of living, affordable commercial real estate, and a reliable workforce

Affordable $100 state incorporation fee with online filing in 3-5 business days

Key features of a Nebraska S-Corp

  • Pass-through taxation, no entity-level double tax
  • Payroll-tax savings on distributions above a reasonable salary
  • Form 2553 election due within 75 days of formation
  • 4.55% Nebraska corporate income tax still applies
  • Biennial occupation tax report, not annual

Major industries in Nebraska

AgricultureFinancial ServicesInsuranceManufacturingTransportationHealthcare
How it works

Form your Nebraska S-Corp in 6 steps

We handle every step while you stay in the loop. Processing takes 3-5 business days online; 1-2 weeks mail. Fee based on authorized capital stock ($60 min for first $10k) plus $5/page recording.

  1. 01

    Incorporate Your Nebraska Corporation

    An S corporation is a tax election, not a state entity. First form a corporation by filing Articles of Incorporation with the Nebraska Secretary of State. The fee is based on authorized capital stock ($60 minimum for the first $10,000) plus $5 per page recording, so most filings run about $100.

  2. 02

    Appoint a Registered Agent

    Nebraska requires a registered agent with a physical street address in the state to accept legal and tax documents on behalf of your corporation.

  3. 03

    Elect S Corporation Status with Form 2553

    File IRS Form 2553 to elect S-corp tax treatment. The deadline is within 75 days of formation (or by March 15 to apply to the current tax year). All shareholders must sign and consent.

  4. 04

    Obtain an EIN and Set Up Payroll

    Apply for a free EIN from the IRS, then set up payroll so shareholder-employees can be paid a reasonable W-2 salary, which the IRS requires before taking the rest as distributions.

  5. 05

    Adopt Bylaws and Issue Stock

    Adopt corporate bylaws, hold an organizational meeting, and issue a single class of stock. S-corp eligibility requires one class of stock and no more than 100 shareholders.

  6. 06

    File the Nebraska Biennial Occupation Tax Report

    Nebraska corporations file a biennial occupation tax report in even-numbered years. The tax is based on paid-up capital stock, with a small minimum of roughly $26-$30 plus any capital-based fee.

Costs & filing details

Nebraska S-Corp costs at a glance

Kicker formation is free — you pay only the required state fees. No hidden charges.

ItemAmount / Detail
State filing fee$100
Kicker formation feeFree (paid plan from $100)
Processing time3-5 business days online; 1-2 weeks mail. Fee based on authorized capital stock ($60 min for first $10k) plus $5/page recording
Annual report~$26-$30 + capital-based occupation tax — due Biennial occupation tax, even years
Franchise taxNone for LLCs
State tax rate4.55% corporate income tax
EIN (federal Tax ID)Free from IRS
Publication requirementVaries by county

Publication required. Nebraska requires you to publish a notice of S-Corp formation in a local newspaper. Estimated cost: varies by county.

Requirements

Nebraska S-Corp requirements checklist

Everything you need to form and maintain a Nebraska S-Corp in 2026.

Formation checklist
  • File Articles of Incorporation with the Nebraska Secretary of State
  • Appoint a registered agent with a physical Nebraska address
  • File IRS Form 2553 within 75 days of formation (or by March 15) to elect S-corp status
  • Limit ownership to 100 or fewer shareholders who are US citizens or residents (foreign owners are not eligible)
  • Issue only one class of stock
  • Pay shareholder-employees a reasonable W-2 salary before taking distributions
  • File the Nebraska biennial occupation tax report in even-numbered years

Filing information

Formation document
Articles of Incorporation
Filing agency
Nebraska Secretary of State
Registered agent
Required
Corporate bylaws
Recommended
EIN
Required
Name reservation fee
$15 (120 days)
Pricing

Free formation — pay only the state fee

Kicker formation is free. You pay the $100 Nebraska state filing fee and nothing more for the Starter plan. Optional plans add registered agent, EIN, corporate bylaws, and compliance.

Starter

$0
+ $100 state fee
  • Articles of Incorporation filing
  • Name availability check
  • Digital document delivery
  • Formation status tracking
Start free

Booster

$100
+ $100 state fee
  • Everything in Starter
  • Registered agent (required in Nebraska)
  • EIN / Federal Tax ID
  • Expedited processing (1–2 days)
  • Corporate bylaws
  • Priority support
  • Kicker Voice — 3-day free trial
  • Kicker Pay — free for 15 days
Start Booster

Founder

$150
+ $100 state fee
  • Everything in Booster
  • Business mailing address
  • Bookkeeping — 3 months free
  • Dedicated account manager
  • Rush processing
  • Kicker Voice — 6-day free trial
  • Kicker Pay — free for 30 days
Go Founder
Most popular

Kicker

$230
+ $100 state fee
  • Everything in Founder
  • ITIN filing & preparation
  • Same-day priority processing
  • 2nd year annual filing $0
  • Kicker Voice 12-day + Kicker Pay 60 days free
Get Kicker
100% accuracy guaranteeOn-time filing promise30-day money back

Compare all plans on our pricing page.

FAQ

Nebraska S-Corp questions, answered

Common questions about forming an S-Corp in Nebraska. Can't find an answer? Talk to our team.

How do I form an S corporation in Nebraska?

An S corporation is a federal tax election, not a separate state filing. You first incorporate by filing Articles of Incorporation with the Nebraska Secretary of State (about $100, based on authorized capital stock plus $5 per page), then file IRS Form 2553 to elect S-corp status.

How much does it cost to form a corporation in Nebraska?

The state filing fee is based on authorized capital stock, with a $60 minimum for the first $10,000 plus $5 per page recording, so most filings come to about $100. Electing S-corp status with IRS Form 2553 is free.

How long does Nebraska incorporation take?

The Nebraska Secretary of State processes online filings in about 3-5 business days, while mailed filings take roughly 1-2 weeks.

What is the deadline to file Form 2553?

File IRS Form 2553 within 75 days of forming your corporation, or by March 15 for the election to apply to the current tax year. All shareholders must sign and consent.

What are the S corporation eligibility rules?

An S corporation can have no more than 100 shareholders, all of whom must be US citizens or residents. Foreign owners are not eligible. The corporation may issue only one class of stock.

Does Nebraska tax S corporation income?

Nebraska income still applies even with pass-through treatment. The state corporate income tax rate is 4.55%, and the sales tax is 5.5%. There is no franchise tax. Shareholders also report their share of income on personal returns.

How does an S corp save on taxes?

Shareholder-employees take a reasonable W-2 salary subject to payroll taxes, then receive remaining profits as distributions that are not subject to self-employment tax. The salary must be reasonable for the work performed, or the IRS may reclassify distributions as wages.

Does my Nebraska S corporation have to file a BOI report?

No. Under FinCEN's March 2025 interim final rule, US domestic entities and US persons are exempt from beneficial ownership information reporting. Only foreign-formed entities registered to do business in a US state still file.

Official resources

Nebraska government filing resources

Filing fees for common S-Corp services

Official Nebraska state charges for the filings you may need after formation — our service fee is separate, and we confirm the current amount before filing.

Name reservation$30

$30.00 filing fee.

Certificate of good standing$10

Two options, same fee regardless of entity type (LLC/corp/nonprofit): Electronic Certificate of Good Standing = $6.50.

Learn more
Certified copy$10

Certification fee $10.00 plus $0.50 per page for the copies (per the SOS fee schedule).

Apostille / authentication$10

$10.00 per document/notarization, regardless of page count.

Foreign qualification$110

For-profit (C-Corp/S-Corp): $110.00 in-office / $100.00 online.

Learn more
Resale / seller's permitNo fee

No fee: the Nebraska Dept.

Learn more
Articles amendment$30

$30.00 in-office / $25.00 online (standard subsequent-filing fee effective 7/1/2021).

Learn more
Change of registered agent$30

S-Corp is a federal IRS tax election (Form 2553), not a separate Nebraska entity — an S-corporation files as a Nebraska corporation.

Learn more
ReinstatementVaries

S-Corp is a federal IRS tax election (Form 2553), not a separate Nebraska entity — reinstatement is filed as a Nebraska corporation.

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Dissolution$30

$30.00 in-office / $25.00 online (standard subsequent-filing fee).

Learn more

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Ready to form your Nebraska S-Corp?

Formation is free — you pay only the $100 Nebraska state filing fee. Personal-asset protection, pass-through taxation, and a complete document package, filed in 3-5 business days online; 1-2 weeks mail. Fee based on authorized capital stock ($60 min for first $10k) plus $5/page recording.

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