Original Articles of Incorporation serve as the charter that legally establishes a corporation in the United States. This document is required when forming a new corporation and must be filed with the Secretary of State in the state where the business wishes to incorporate. The Articles define fundamental aspects of the corporation including its name, purpose, structure, and shares authorized. They establish the corporation's existence as a legal entity separate from its owners and provide the framework for corporate governance. The requirements and format vary by state, but all must comply with state corporation laws and relevant federal regulations.
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1. Article I: Corporate Name: Legal name of the corporation
2. Article II: Registered Office and Agent: Official address and registered agent information
3. Article III: Corporate Purpose: Statement of business purpose
4. Article IV: Capital Stock: Authorized shares and classes of stock
5. Article V: Initial Directors: Names and addresses of initial board members
6. Article VI: Incorporator: Name and address of incorporator
1. Article VII: Duration: Period of corporate existence if not perpetual
2. Article VIII: Preemptive Rights: Rights of shareholders to maintain ownership percentage
3. Article IX: Indemnification: Protection of directors and officers
4. Article X: Amendment Provisions: Procedures for amending articles
1. Schedule A: Stock Classes: Detailed description of different stock classes and rights
2. Schedule B: Initial Subscribers: List of initial shareholders and their subscriptions
3. Appendix A: Corporate Bylaws: Initial corporate bylaws (if included with filing)
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