Key figures
North Carolina compliance
2026, with sources
Two April 15 filings with two agencies
A Delaware corporation doing business in North Carolina applies to the Secretary of State for a certificate of authority, for $250. From then on, April 15 carries two filings for a calendar-year company: the annual report with the Secretary of State ($18 electronic, $25 paper) and Form CD-405 with the Department of Revenue, which combines the franchise tax and the income tax.
The two deadlines share a date but not a process, and missing the annual report is what eventually leads the Secretary of State to revoke a foreign corporation’s certificate of authority.
The franchise tax, simplified
Since 2023 the franchise tax base is apportioned net worth alone; the old alternative bases measured by North Carolina property are gone. The rate is $1.50 per $1,000, and for tax years beginning on or after January 1, 2025 a C-corporation pays no more than $500 on the first $1,000,000 of base, with a $200 minimum. Unlike the income tax, the franchise tax is not scheduled to phase out.
The July 2026 law (S.L. 2026-31) also stopped a creditor from deducting an affiliate’s receivable from its net worth base, retroactively to franchise tax year 2021. A parent that funds a subsidiary with intercompany balances rather than equity should check that its base, and any returns already filed, reflect the change.
For example, a startup that raised $5 million and has $3 million of equity left on its balance sheet, apportioning 10% to North Carolina on its sales factor, has a $300,000 base and pays the $200 minimum. The franchise tax only becomes material once apportioned net worth runs into the millions.
Unclaimed property on a November cycle
The Department of State Treasurer collects unclaimed property. Holders other than life insurers report and remit by November 1 for property that reached its dormancy period as of the prior June 30, after sending due-diligence letters 60 to 120 days before the deadline for items of $50 or more.
Deadlines
- 15th day of the 4th month after fiscal year end (April 15)Annual report with the Secretary of State
- April 15 for calendar-year corporationsFranchise and income tax returnForm CD-405
- November 1, for property dormant as of the prior June 30Unclaimed property report and remittance (non-life-insurance holders)
- January 31Annual withholding reconciliation with W-2s and 1099sForm NC-3
The federal baseline
This page covers what North Carolina adds. The federal rules underneath it apply here too.
Common questions
Do we owe franchise tax if we have no profits?
Yes. North Carolina’s franchise tax is a tax on doing business here, measured by apportioned net worth, and it has a $200 minimum. A startup whose losses have pushed its net worth below zero still owes $200 a year, on the same CD-405 as the income tax.
When is the North Carolina annual report due?
It is due by the 15th day of the fourth month after the fiscal year ends, so April 15 for a calendar-year company, and is filed with the Secretary of State, not the Department of Revenue. The statutory fee is $18 filed electronically and $25 on paper.
Compliance next door
- GAGeorgia complianceGeorgia compliance is a $235 certificate of authority, a $60 annual registration by April 1, Form 600 with its net worth tax, and an unclaimed property report every November 1.
- SCSouth Carolina complianceSouth Carolina compliance runs through the Department of Revenue: a $25 CL-1 within 60 days, an annual report and license fee on the SC1120, local licenses due April 30, and unclaimed property by November 1.
- TNTennessee complianceTennessee compliance is a certificate of authority, an annual report by April 1, the FAE170 by April 15, the business tax wherever receipts reach $100,000, and an unclaimed property report each November 1.
- VAVirginia complianceVirginia compliance is Form 500 in the fourth month after year end, an SCC fee and report every anniversary month priced by authorized shares, and local BPOL licenses.
Founder guides on this
- ComplianceFirst-year compliance calendar for a Delaware C-corpDelaware franchise tax, 1099s, the federal return, payroll filings, state annual reports and sales tax: the deadlines a young C-corp misses most, by month.
- FundraisingAudit-ready books before your Series AInvestors, lenders and auditors ask for the same things: accrual statements, reconciled accounts and support for every balance. How to be ready first.
More of the North Carolina guide
- AccountingAccounting and state tax in North CarolinaCorporate tax, conformity to federal rules, apportionment and what it does to your books
- ReceivablesReceivables and sales tax in North CarolinaSales tax registration, economic nexus, whether SaaS is taxable, and collecting from customers
- PayablesPayables and contractors in North CarolinaPaying vendors and contractors: 1099 filing, use tax, contractor tests and withholding
- PayrollPayroll taxes and employer rules in North CarolinaWithholding, unemployment insurance, paid leave, minimum wage and the rules on paydays
- AdvisoryAdvisory: credits and decisions in North CarolinaCredits, incentives and the decisions that are cheaper to get right the first time
Sources
Checked against each agency’s own page on . Rates and thresholds change, usually on January 1.
General information for US companies, not tax, legal or accounting advice for yours. Rules and thresholds change; confirm the specifics with a CPA or the agency before you act on them.