Articles of Incorporation for a Business

Articles of Incorporation
What are Articles of Incorporation?. Maskot/Getty Images

What are Articles of Incorporation? 

When a new business is created, a business type must be chosen. Many businesses decide to incorporate - that is, to form the business as a corporation. 

A corporation is a specific type of business that is formed in the state where the company is doing business. To form a corporation, there are specific steps that must be taken and some decisions that must be made.

One of the most import steps in incorporating a business in a state is to create Articles of incorporation. The form of these articles depends on the laws of the state. 

In some states, these articles may be called something else. The document may be called a Certificate of Incorporation (as in Delaware) or a Corporate Charter (another general term). 

What is the purpose of Articles of incorporation?

The Articles of Incorporation provide the basic information needed to form the business and register the business the state. 

What information is needed for Articles on Incorporation? 

The specific articles included in this document varies by state, but the following articles are typically included:

The name of the corporation. Each state has different requirements for the corporation's name, but in most cases it must include the term :"Inc." or "Incorporated" to specifically designate this business as a corporation.

 

The name and address of the registered agent and this person's office address. People need to have someone who can receive important documents and legal papers on behalf of the corporation, so the registered agent needs to be someone who is available all the time during regular business hours. Many businesses hire a registered agent service.

, but you can be your own registered agent. 

The specific type of corporation (stock corporation, non-stock corporation, non-profit corporation, etc.)   

For a stock corporation, the authority of the corporation for an initial issue of a specific number of shares of stock and the price of those shares.

The purpose(s) for which the corporation was formed. What is the corporation selling? What type of business is it in? Each state has different requirements and levels of detail for this section. 

The names and addresses of the initial directors. You will need to form a board of directors, and  you may have to list the board members, or the corporate officers (president, vice president, secretary, treasurer) on the Articles of Incorporation. 

The name and address of the incorporator (the person preparing the incorporation documents). An incorporator is a person in charge of setting up a corporation. The incorporator files the Articles of Incorporation with the state in which the corporation is registering, and filing any other corporate documents needed until the corporation is formally registered and recognized by the state.

Other duties of the incorporator might include selecting members for the board of directors or organizing an initial meeting of the board.

An incorporator can be, but does not necessarily have to be, an attorney. The person designated as the incorporator is listed on the Articles of Incorporation so he or she may be contacted by the state, if necessary. The incorporator has no formal duties once the corporation has been registered with the state.

The duration of the corporation, either perpetual or for a fixed period of time. Most corporations are set up as perpetual organizations. 

Filing the Articles of Incorporation

The Articles of Incorporation are filed with the office of the Secretary of State for your state. 

Forming a corporation is complicated. While many states allow you to file the articles of incorporation online, it is a good idea to get an attorney to help you with the process of forming a corporation, so you don't miss anything critical. 

More about how to prepare and file articles of incorporation. 

 

 

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