There are different requirements to set up all the types of business structures. If you want to structure your business as any type of corporation, you need to create and file articles of incorporation.
What are articles of incorporation?
Articles of incorporation are legal documents you must file with a state government when you incorporate your business. You are incorporating your business if you set it up as an S Corp or C Corp.
The articles of incorporation establish what the corporation is and detail the roles its managers and stockholders will play.
The United States requires all new corporations to file these articles with the appropriate state agencies. You should file articles of incorporation as soon as you want to structure your business as a corporation. Do not wait to file the documents.
Articles of incorporation are sometimes called:
- Certificate of Incorporation
- Business Incorporation Papers
- Corporate Charter
- Company Constitution
What do the articles of incorporation include?
Each state has its own rules for what to include in the articles of incorporation. However, most states require common information, such as:
- Your business’s name
- The main location of your business
- Your name and address
- The names and addresses of officers and directors
- The name and address of the person who will receive official papers
- A statement of your business’s purpose
- The number of stock shares the business can issue
Be sure to check your state rules. The state you incorporate in might require more sections or details within the sections.
How do you write articles of incorporation?
In most states, the secretary of state’s website has an articles of incorporation template that meets the minimum filing requirements. You can use the template and fill in the blanks to easily create your articles of incorporation. You can add more information than the minimum requirements, but the template helps make sure you include the basic information.
You may want to contact a business lawyer when writing your articles of incorporation. The lawyer can make sure you include all necessary information to meet your state rules.
How to file articles of incorporation
You need to choose a state you will incorporate your business in. Typically, if you only operate your business in one state, you should incorporate in that state. But if you operate in multiple states, you can incorporate your business in the state that is friendliest to corporations that incorporate there.
In most states, you will file the articles of incorporation with the secretary of state’s office. But, some states require the documents to be filed with a different office. When you file, you will need to pay a filing fee.
Once the secretary of state’s office approves the articles of incorporation, your business legally exists as a corporation.
You will not file the articles of incorporation with the federal government. Although, all corporations will need to pay federal taxes and have a federal employer identification number (FEIN).
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This article is updated from its original publication date of February 2, 2015.
This is not intended as legal advice; for more information, please click here.
