Articles Certificate of Incorporation is required when establishing a new corporation in any U.S. state. This foundational document must be filed before a business can operate as a corporation, receive its tax identification number, or issue stock. The document includes essential information such as corporate name, purpose, stock structure, registered agent details, and initial directors. It must comply with state-specific requirements and serves as evidence of the corporation's legal existence. The Articles establish the framework for corporate governance and are often required for opening bank accounts, securing funding, or entering into contracts.
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1. Article I - Name: Legal name of the corporation
2. Article II - Purpose: General purpose of the corporation and scope of permitted business activities
3. Article III - Registered Office: Address of registered office and registered agent information
4. Article IV - Stock: Authorized shares, classes of stock, and par value
5. Article V - Directors: Initial board of directors information and governance structure
6. Article VI - Incorporator: Name and address of incorporator(s)
1. Article VII - Preemptive Rights: Provisions regarding shareholders' rights to purchase new stock issues before they are offered to others
2. Article VIII - Bylaws: Provisions regarding the adoption, amendment, and governance of corporate bylaws
3. Article IX - Limited Liability: Provisions limiting director and officer liability to the extent permitted by law
1. Schedule A - Initial Shareholders: Detailed list of initial shareholders and their respective shareholdings
2. Schedule B - Stock Rights and Restrictions: Comprehensive description of stock classes, rights, preferences, and restrictions
3. Schedule C - Initial Directors: Detailed information about initial board of directors including names, addresses, and terms
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