Simple Articles Of Incorporation Template for United States

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Simple Articles Of Incorporation

"I need Simple Articles of Incorporation for a new technology startup in Delaware, with an authorized capital of 10 million shares and specific provisions for both common and preferred stock classes, to be filed by March 2025."

What is a Simple Articles Of Incorporation?

Simple Articles of Incorporation are essential documents required when establishing a new corporation in the United States. They serve as the foundation for creating a legal corporate entity and must be filed with the appropriate state authority. These documents typically include basic information about the corporation such as its name, registered office, purpose, authorized shares, and initial directors. The content and filing requirements vary by state, but all Simple Articles of Incorporation must comply with state corporate laws and regulations. They are commonly used by businesses seeking to incorporate and obtain the benefits of corporate structure, including limited liability protection and formal business organization.

What sections should be included in a Simple Articles Of Incorporation?

1. Article I - Corporate Name: Legal name of the corporation

2. Article II - Registered Office and Agent: Address and details of registered office and registered agent

3. Article III - Purpose: Statement of corporate purpose and permitted activities

4. Article IV - Duration: Period of corporate existence (usually perpetual)

5. Article V - Capital Stock: Authorization of shares and classes of stock

6. Article VI - Initial Directors: Names and addresses of initial board of directors

7. Article VII - Incorporator: Name and address of incorporator(s)

What sections are optional to include in a Simple Articles Of Incorporation?

1. Article - Preemptive Rights: Rights of shareholders to maintain ownership percentage when new shares are issued

2. Article - Limitation of Director Liability: Provisions limiting personal liability of directors

3. Article - Corporate Powers: Specific powers granted to the corporation beyond standard statutory powers

What schedules should be included in a Simple Articles Of Incorporation?

1. Schedule A - Initial Shareholders: List of initial shareholders and their shareholdings

2. Schedule B - Stock Rights and Restrictions: Detailed description of different classes of stock and their rights

3. Schedule C - Initial Officers: List of initial corporate officers and their positions

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

State Corporate Laws: Each state has its own specific corporation laws (e.g., Delaware General Corporation Law, California Corporations Code) that govern corporate formation, operation, and dissolution. These laws dictate specific filing requirements and mandatory provisions for Articles of Incorporation.

Federal Tax Law: Internal Revenue Code requirements that determine corporate tax treatment and compliance obligations for the newly formed corporation.

Federal Securities Laws: Federal regulations governing the issuance of stock, securities registration, and reporting requirements if planning to issue shares.

Federal Antitrust Laws: Federal regulations governing fair competition and preventing monopolistic practices that new corporations must comply with.

State Filing Requirements: Specific requirements from the Secretary of State's office regarding documentation, forms, and procedures for incorporating a business.

Naming Requirements: State-specific regulations governing corporate name selection, including restrictions and required designators (e.g., 'Inc.', 'Corporation').

Registered Agent Requirements: Legal requirements for maintaining a registered agent and office in the state of incorporation for service of process.

Capital Requirements: State-specific minimum capital requirements or par value specifications for corporate stock, if applicable.

Industry-Specific Regulations: Special regulatory requirements for corporations operating in regulated industries such as banking, insurance, or healthcare.

Professional Corporation Laws: Special requirements and restrictions for corporations formed by licensed professionals such as doctors, lawyers, or accountants.

Securities Registration Requirements: State 'blue sky' laws and SEC requirements governing the registration and issuance of corporate securities.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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