Secretary of State Articles of Incorporation are mandatory formation documents required when establishing a corporation in any U.S. state. These articles serve as the corporation's charter and establish its existence under state law. They contain crucial information about the corporation's structure, including authorized shares, registered agent, and corporate purpose. The document must be filed with the appropriate Secretary of State's office and approved before the corporation can legally conduct business. Different states may have varying requirements for content and filing procedures.
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1. Corporate Name: Legal name of the corporation that meets state requirements and naming conventions
2. Registered Agent: Name and physical address of the registered agent who will accept legal documents on behalf of the corporation
3. Principal Office: Physical address of the corporation's main office and mailing address if different
4. Purpose Statement: Statement describing the general or specific purpose for which the corporation is organized
5. Stock Structure: Details of authorized shares, including number of shares and par value per share
6. Incorporator Information: Name and address of each person incorporating the company
1. Board Structure: Initial board composition, number of directors, and basic governance structure
2. Preemptive Rights: Rights of existing shareholders to maintain their ownership percentage by buying a proportionate share of any new stock issues
3. Officer Positions: Designation and duties of initial corporate officer positions
4. Duration: Specified duration of the corporation if not perpetual
5. Liability Limitations: Provisions limiting personal liability of directors and officers
1. Schedule A - Initial Directors: List of initial board members with their names and addresses
2. Schedule B - Stock Class Details: Detailed description of rights, preferences, and limitations of different stock classes
3. Schedule C - Incorporator Signatures: Signature page containing incorporator signatures and notary acknowledgment
4. Schedule D - State-Specific Forms: Required state-specific forms and tax registration documents
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