Articles of Incorporation and Certificate of Incorporation are essential documents required when forming a corporation in the United States. These documents must be filed with the appropriate state authority to legally establish a corporation and receive state recognition. They contain crucial information about the corporation's structure, including its name, purpose, stock details, registered agent, and incorporator information. The Articles serve as the foundation of the corporation's existence, while the Certificate represents the state's official acknowledgment of the corporation's formation. These documents are mandatory for any business seeking to incorporate and operate as a corporation within U.S. jurisdiction.
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1. Corporate Name: Legal name of the corporation and any DBAs
2. Registered Office and Agent: Official address and registered agent details
3. Purpose Statement: Statement of corporate purpose and permitted activities
4. Stock Structure: Authorized shares, classes of stock, par value
5. Incorporator Information: Names and addresses of incorporators
6. Duration: Period of corporate existence (usually perpetual)
1. Preemptive Rights: Shareholders' rights to purchase new stock issues before shares are offered to non-shareholders
2. Board Structure: Specific provisions about board composition and governance structure
3. Special Voting Rights: Special voting provisions for certain stock classes or shareholders
1. Initial Directors List: Names and addresses of initial board members
2. Stock Certificate Forms: Templates for stock certificates
3. Initial Bylaws: Corporate bylaws if included with incorporation documents
4. Filing Fee Schedule: Schedule of state filing fees and payment information
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