Articles of Incorporation/Organization are required legal documents that must be filed when establishing a new business entity in the United States. These documents serve as the charter that legally forms a corporation or LLC and must be filed with the appropriate state agency, typically the Secretary of State's office. They contain crucial information about the business entity, including its name, purpose, registered agent, principal office location, and management structure. When filing Articles of Incorporation/Organization, businesses must ensure compliance with state-specific requirements and regulations. The document type choice depends on whether forming a corporation (Articles of Incorporation) or an LLC (Articles of Organization).
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1. Article I: Name: Legal name of the corporation/LLC
2. Article II: Purpose: General purpose of the business entity
3. Article III: Registered Agent and Office: Name and address of registered agent and principal office
4. Article IV: Duration: Period of existence (perpetual or specific term)
5. Article V: Management Structure: Basic management structure and initial directors/managers
1. Article VI: Capital Structure: For corporations: authorized shares and classes of stock. Used when planning multiple share classes. Required for corporations, optional for LLCs
2. Article VII: Incorporator/Organizer: Information about the forming party. Used when specific details about formation need to be documented
3. Article VIII: Additional Provisions: Special provisions for governance or operations. Used when specific operational rules or restrictions are needed
1. Schedule A: Initial Directors/Members: List of initial directors (corporation) or members (LLC)
2. Schedule B: Capital Contributions: Initial capital contributions by members (for LLCs)
3. Schedule C: Stock Subscription: Initial stock issuance details (for corporations)
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