Articles of Incorporation for a C Corporation serve as the founding document that brings a corporation into legal existence. This document is essential when businesses seek to establish themselves as separate legal entities with the benefits of corporate structure, including limited liability protection and the ability to issue stock. The Articles of Incorporation C Corp must be filed with the Secretary of State's office in the chosen state of incorporation and typically includes crucial information about the company's structure, governance, and capitalization. It's particularly important for businesses planning to raise capital through stock issuance or those seeking to establish a traditional corporate structure with shareholders, directors, and officers.
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1. Article I - Corporate Name: Legal name of the corporation and any DBA names
2. Article II - Registered Office and Agent: Official address and registered agent details
3. Article III - Corporate Purpose: Statement of business purpose and permitted activities
4. Article IV - Authorized Shares: Number and classes of shares the corporation is authorized to issue
5. Article V - Board of Directors: Initial directors and board structure
1. Article VI - Preemptive Rights: Rights of existing shareholders to purchase new stock issuances. Include when protecting existing shareholders' ownership percentages.
2. Article VII - Cumulative Voting: Special voting rights for director elections. Include when providing minority shareholders greater voting power.
3. Article VIII - Indemnification: Protection provisions for directors and officers. Include when providing additional liability protection.
1. Schedule A - Initial Shareholders: List of initial shareholders and their stock holdings
2. Schedule B - Initial Directors: List of initial board members and their information
3. Schedule C - Stock Certificate Form: Template for stock certificates to be issued
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