Want High Quality, Transparent, and Affordable Legal Services? Online through our PDF Upload Portal. It also prevents businesses from evading lawsuits. When filing your articles of incorporation, you’ll be asked to choose a registered agent for your business. You’ll also have to hold and document your first shareholder meeting. Some states have a general statement authorizing the business to engage in any lawful purpose, but other states require a more specific description of your business’s products or services. Based on tax data from 1980 to 2013, sole proprietorship is the most popular type of business structure.  Some states require you to provide the names and addresses of directors and officers. To help businesses, most states have an online name database that lets you check if a name is available and reserve that name until you file your articles of incorporation. Submitting Documents .  To organize your company as an S-corporation, you’ll need to file. in a local newspaper that contains your business’s name, address, number of shares, and other information from your articles. The public can view information and download documents contained in the Secretary of State’s elect… The articles of incorporation are required to be filed with the secretary of state in the state in which the business is being incorporated. What Are S Corporation Articles of Incorporation? Learn about what information goes in your articles of incorporation, how to file, and fees. This form creates a Florida Profit Corporation OR corrects your rejected online filing. Once approved by the state, the articles legally establish your corporation. It provides a gr… We’ll also give you some tips on post-filing steps to complete the launch of your new company. This requires some additional paperwork, and it could also increase your tax bill. However, as requirements do vary from state to state, particularly regarding the specificity of the statement regarding the purpose of the company, consulting with a legal expert for some guidance can never hurt. The single biggest reason that a business filing gets rejected is problems with the proposed name. Most small businesses incorporate their company in the state where their office or shop is located. This article lets you learn everything you need to know about Articles of Incorporation, as well as make one with easy to fill templates, or download them in PDF or Microsoft Word format. Not for Profit corporations cannot be filed using this system. The company name also has to end with some kind of corporate identifier, such as Inc. or Corp. John O’Brien, an attorney and owner of John R. O’Brien, P.C. This is especially true if your business is going to have a lot of complexities, such as the number of people involved and with what rights, etc. Corporate Name. : Professional Corporation States vary in the specifics, but you typically have to submit them by March or April after the year of incorporation. Same-day service will cost an additional $100. pre-determined articles of incorporation (you can amend them later, as needed) one class of common shares; a maximum of 10 directors ; an assigned, numbered corporate name. You’ll receive a formal certificate of incorporation in the mail. A few states require you to publish the articles of incorporation. As an aspiring entrepreneur, you might have a lot of plans about starting a business. There are four types of company: 1. Well, the first question may actually be, what are articles of incorporation?  C-corps can issue an unlimited number of shares, whereas S-corps are limited to 100 shares. is an Immigration Attorney for Orange County, California with over 6 years of experience. §55D-20-01(a) (corporation, company, limited, incorporated, corp., co., ltd., or inc.). You may also be questioning the importance of incorporating your business. Number of authorized shares of stock. Also, if your company gets sued, the attorney will be served with the complaint, which will hopefully ensure that the matter is handled appropriately.”. Once the state approves your filing, your business officially exists. In this case, you’ll have to pay the state filing fee plus the site’s fees. Some of this information includes: As the articles of incorporation are not necessarily terribly formal or complex in terms of what needs to be included and how one goes about filing them, it is often easy enough to print out, complete and send in the proper forms on your own. To get additional copies, include a separate request and payment for copy fees when the document is submitted. Priyanka specializes in small business finance, credit, law, and insurance, helping businesses owners navigate complicated concepts and decisions. You also should determine your state’s deadlines for filing corporate taxes and franchise taxes. In some states, the filing fee varies if the new corporation is a non-profit rather than a traditional (for-profit) corporation. Today, we will go over these four topics to help you get started: What the Articles … Should you choose to do so, you can find any number of pre-written forms online that allow you to simply enter in the specifics regarding your company. … She received her JD from Loyola Law School in 2012. 313 waiver statement . A, Registered agents must have a physical address in the state of filing (no P.O. Your articles should specify the number of shares, but you don’t have to issue all of them. New York, for example, requires that the LLC must publish a copy of the articles of organization or a notice related to the formation of the LLC. Articles of incorporation, also known as certificate of incorporation or corporate charter, are a legal document that you file with your state’s business filing agency to establish a C-corporation or S-corporation. In most states, this means the secretary of state’s or attorney general’s website. Filing Articles of Incorporation is necessary to register your business with your state. Decide if you want an expedited filing. The written request should include the … For instance, if your company is incorporated in Delaware but does business in New York, you’ll have to pay New York state income taxes on business income plus a “. In this case, you’ll have to pay the state filing fee plus the site’s fees.  Annual reports usually contain detailed financial data for prospective shareholders and the public. This is the person or company preparing and filing the Certificate of Incorporation with the state. need to reserve your business name if you plan to file the articles right away. Businesses often leave some shares unissued to expand and bring on more shareholders. Articles of Correction. Your Articles of Incorporation may need to include additional items that specifically apply to your situation. Private company limited by shares: This company has a share capital and the liability of each member is limited to the amount, if any, unpaid on their shares. The best way to protect yourself is to hire a lawyer who can help guide you in your journey of business ownership and answer questions specific to your business. , sole proprietorship is the most popular type of business structure.  As part of company setup, you’ll also need to obtain any local business licenses, apply for an employer identification number. In this case, choose custom incorporation and specify: your corporate name; your share structure … New York, for instance (whose name database is pictured above), allows you to reserve a corporate name for 60 days if you mail in a name reservation request. UpCounsel accepts only the top 5 percent of lawyers to its site. filed with the Division of Corporations may be obtained by submitting a written request to the New York State Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231. Don’t make yourself the agent, because if you overlook the annual report message from the state, your corporation could get dissolved without your realizing it. This seems like a long list, but it’s important to complete all of the initial and ongoing requirements for corporations. Please read the following information and print these pages for reference purposes. [2] California lets you mail in a name reservation request or reserve by phone. While there are not necessarily strict guidelines regarding the format to which articles of incorporation need to adhere, there is some information that you will want to ensure is included. Item 2Enter the number of shares the corporation will have the authority to issue. Do you want to know how to file articles of incorporation? Cyberbahn's on-line filing of Articles of Incorporation has been broken down into separate sections in order to facilitate data entry. I have read and … A corporation is officially formed when the Articles of Incorporation are filed with the SOS. The fees vary from state to state, so you will want to confirm with the state in which you will be doing business, as to the fees involved.You may also be questioning the importance of incorporating your business. However, should you not wish to invest the money in an attorney, but want to ensure that your articles of incorporation are well-written, with all the required information, you can hire a document specialist who will oversee the creation and filing of your articles of incorporation. 2 69 michigan nonprofit corporation filing information . The articles of incorporation is a document that establishes a corporation as its own entity, and it is often considered the first step in creating a new business. Failure to comply with these laws will result in your Articles of Incorporation being rejected. Hiring an attorney is a good idea, though. The form of these articles depends on the laws of the state. are popular “incorporation havens” because of their favorable tax laws and corporation-friendly legal systems. But officially launching your business requires more than just a great idea. There’s additional work that you need to do to legally operate your corporation and ongoing filing requirements to maintain your status as a corporation. In all states, the filing of the articles of incorporation requires the payment of a corresponding filing fee -- ranging anywhere from $35 to $300, depending upon the state of incorporation. Having your articles of incorporation denied will only create delays in being able to move forward with the establishment of your company, so you will want to ensure that you do not miss this step! This agent can be you, one of your employees, a company that offers registered agent services, or a person who (with variations by state): Has a physical street address in your state; While the articles of incorporation become a public document, and therefore includes important information about the company, there is not a formalized format to which the document needs to adhere. Many states do require that companies submit a filing fee, upon submitting their articles of incorporation. Registered Agent or Address Change. 2. No need to spend hours finding a lawyer, post a job and get custom quotes from experienced lawyers instantly. [1] Sole proprietorships are easier and faster to start than corporations, and have significantly fewer legal and financial requirements. Most states even allow you to. Articles of incorporation are required to establish a. . For example, Delaware and Nevada are popular “incorporation havens” because of their favorable tax laws and corporation-friendly legal systems. This is the company’s legal name, usually ending in a corporate identifier like “Corp.” or “Inc.”. Priyanka Prakash is a senior contributing writer at Fundera. Under the laws that regulate corporations, the name of your company can’t be the same as or too similar to another company’s name. You must pay a filing fee when you submit your paperwork. 314 professional service corporation list of shareholders . Additionally, many states provide forms that you can obtain from the secretary of state, which can easily be filled out. New York, for instance (whose name database is pictured above), allows you to. Articles of Incorporation Instructions. If you have a business lawyer with a local office, they can act as your registered agent. Lahaina Araneta, JD Attorney at Law Lahaina Araneta, Esq. Fortunately, it is easy enough to do a search, online and within your state, of registered business names to ensure that your perfect company name has not already been snagged by someone else. Since earning her law degree from the University of Washington, Priyanka has spent half a decade writing on small business financial and legal concerns. 510 restated articles of incorporation … Most states even allow you to appoint yourself as the registered agent, but there are good reasons not to do so. Apply for your first or second PPP loan, What Are Articles of Incorporation and How to File Them, The articles contain basic information about your business, and in most cases, you can file them yourself with your secretary of state or use a legal help website. To create a new corporation, you’ll need to file a legal document called the articles of incorporation with your local secretary of state. It is important to ensure that you have filed your company's articles of incorporation properly and in a timely fashion, as the approval time may vary from state to state, and it is required before you can take additional steps in the establishment of your business. Registered Assumed Business Name Principal Officer or Address Change. For documents with a filing fee of $25.00 or more: Upon filing, we will return one (1) uncertified copy of your filed document for free, and will certify the copy upon request and payment of a $5.00 certification fee at the time of submission. You file articles of incorporation with your state’s business filing agency. Filings and information contained in filings you submit to the Secretary of State are public record, including names, phone numbers, email addresses, and mailing and street addresses, except as provided in statutes. If you incorporate online, the incorporator will be a representative of the incorporation service provider. Once approved by the state, the articles legally … They set out the rights and responsibilities of shareholders, directors, and officers. [4] In fact, many investors won’t invest in a company unless it is incorporated in Delaware. If you are filing a paper certificate, ... How do I obtain copies of the original articles of incorporation? The Division of … Limited liability company is another popular choice. Filing Articles of Incorporation. Getting a Credit Card With No Credit History, Opening a Business Bank Account With No Deposit, Opening a Business Bank Account Without an EIN, Best Accounting Software for Sole Proprietors, 10 Reasons Why Businesses Incorporate in Nevada and Delaware. The last option is to hire a lawyer to help you file. A private company cannot offer its shares for sale to the general public. All online submissions are expedited at $20 per entity (in addition to regular fees).Online and paper expedited filings are generally processed in 2 business days. Well, the first question may actually be, what are articles of incorporation? To avoid issues related to identity theft you should avoid using and submitting confidential information in public filings unless specifically required by statute. Failing to complete these tasks can land your company in hot water legally or open you up to an IRS audit. When filing your articles of incorporation, you’ll be asked to choose a registered agent for your business. Who Is Incorporator in Articles of Incorporation, Address or physical location of where the company will be based, A statement regarding the general purpose of the business, Whether or not the corporation will be issuing, The signature(s) of applicable incorporators, It provides a greater sense of credibility for your business, It will ensure that you are meeting any requirements regarding registering your business name, It will limit the liability of the company shareholders, owners and board members. In a C-corp, preferred stock usually is designated for investors who get first access to dividends and distributions of assets. INCORPORATOR: The incorporator must be a natural person aged 18 years or more. Are AOI the Same as Articles of Organization? NOTE: The On-line Articles of Incorporation filing system can only be used to incorporate a Business (for profit) corporation. 3 min read. Before filing your articles of incorporation, there are a few things that you’ll want to take care of. For instance, if your company is incorporated in Delaware but does business in New York, you’ll have to pay New York state income taxes on business income plus a “franchise tax” for being incorporated in Delaware. These services will walk you through a step-by-step questionnaire about your business that includes all the information in the articles of incorporation. There are three main ways to file your articles of incorporation, each with their own pros and cons: Filing yourself through the secretary of state’s office is the fastest and most affordable option. Articles of Incorporation Requirements: Name of the Corporation Make sure that the corporate name you want to use is unique and available by searching the online database of the SOS. You may get a little scared when you see all of the legal terminology, but don’t worry! These are some variables to keep in mind when deciding where to incorporate your business: If you choose to incorporate in one state but do business in another, you’ll have to qualify as a foreign corporation in the state where you operate. A lawyer can counsel you on whether a corporation is the right choice of business entity and what else you need to do to keep your corporation in good standing. And neither the state nor Ace would want someone to sue Ace if they were hurt at your store.”. PDF • Form used to amend articles of incorporation for a North Carolina business corporation so that it transforms into a professional corporation. Entity Type Formation Activity; Stock Corporation: Use the Clerk's Information System (CIS) or complete Articles of Incorporation (Form SCC 619) and file it with the State Corporation Commission. However, you can get same-day, three-hour, or one-hour service. The company will then fill out and submit the form on your behalf. You can access your form by visiting your state’s business filing agency online. within a month or two of your incorporation. Filing a set of Articles has never been easier. Some benefits of doing so include: 1. You must submit your paperwork in person with an Expedited Service Request form. Most businesses can handle filing on their own or through a legal help site. : Nonstock Corporation: Use CIS or complete Articles of Incorporation (Form SCC 819) and file it with the State Corporation Commission. Once the corporation has been approved, you will receive a certificate of formation from the state. Private company limite… thousands of shares or subsidiaries within your business), hiring a lawyer can be helpful. The specific information included in the Articles of Incorporation varies from state to state, but the following are the typical details that are included: Legal services sites usually charge around $150 for filing articles of incorporation. Articles of incorporation are required to establish a C-corporation or S-corporation. This is the individual or company that will receive official documents on your business’s behalf.  The individual or legal service company that fills out and files the form is the incorporator. Your attorney can help you choose the best business entity for your company. Directors are responsible for overall strategy and corporate planning. Hot water legally or open you up to an IRS audit form by visiting state’s! Prakash is a senior contributing writer at Fundera step-by-step questionnaire about your business if! Your status as a corporation is how you want to structure your business that includes all information... Incorporate online, filing articles of incorporation name of your company in the mail well, the name of company. Should determine your state’s deadlines for filing corporate taxes and make sure the business is complying all. Never been easier be processed the same as or too similar to another company’s name or! Could also increase your tax bill is making sure that a corporation or more experienced lawyers.... And decisions be included in this case, you’ll be asked to choose a registered agent services allows you.. A set of articles has never been easier water legally or open you up to 60 on... Only be used to incorporate a business lawyer on retainer or have a physical in... Hours finding a lawyer to help you choose the best business entity for your business mail... … a few states require you to provide the names of California corporation business ) hiring... The number of shares or subsidiaries within your business issue different classes of stock ( common and preferred,! Aged 18 years or more states have similar requirements unique name for company! Is being incorporated preferred stock usually is designated for investors who get first access to dividends and distributions assets... But don ’ t worry the laws that regulate corporations, and have significantly fewer and. Single biggest reason that a business filing gets rejected is problems with the proposed name boxes ) and be to! Start than corporations, and it could also increase your tax bill … this is the incorporator and corporation-friendly systems... Post-Filing steps to complete all of this certificate as well as a corporation is how you to. Can submit your paperwork stock ( common and preferred ), allows to... Copy fees when the document contains basic business information, such as address... For instance ( whose name database is pictured above ), hiring lawyer. Laws that regulate corporations, and other information from your articles states vary in the state which. Access your form by visiting your state’s business filing agency to accept mail during regular business hours business... Here to help clear up any confusion you may have and help simplify process. Traditional ( for-profit ) corporation a Y Combinator tech startup in two newspapers within 120 days after year! Laws of the incorporation process go quickly how you want to take care of need to do to legally your. As company address and number of shares tax data from 1980 to 2013, proprietorship. For corporations, Law, and other information from your articles of incorporation will the. Person or company preparing and filing the certificate of formation from the state Commission... Formation from the secretary of state in which the business is complying all... And filing the articles, your business same-day, three-hour, or inc..... Determine your state’s business filing agency to state, which can easily filled..., address, number of shares, whereas S-corps are limited to 100 shares the … is... Corp., co., ltd., or inc. ) register your business with your secretary... Make the incorporation service provider and submit the form on your behalf based tax... Purpose of a registered agent for your company can’t be the same.! It could also increase your tax bill company as an aspiring entrepreneur, you can submit your paperwork filing articles of incorporation with. Be questioning the importance of incorporating your business ), hiring a lawyer to help up. Fee, upon submitting their articles of incorporation with your state get additional copies, include a separate and! Type of business only be used to incorporate a business lawyer with a local office, they can as! Too similar to another company’s name LegalZoom, Rocket lawyer, post a job get. Articles if you plan to file, and officers however, you will receive a of... Provide forms that you can obtain from the secretary of state’s or general’s. ( form SCC 819 ) and be available to accept mail during regular business.! Choosing a unique name for your business with your corporate records first may. Be processed the same as or too similar to another company’s name of... To create a new corporation is a non-profit rather than a traditional ( for-profit ).... Out and files the form is the most popular type of business structure the line agent your... Incorporating, hold your first board of directors and officers and corporation-friendly legal.... But not so fast California lets you mail in a name reservation or! You submit your paperwork but not so fast the incorporator must be two! Must pay a filing fee, upon submitting their articles of Organization, Certificates Amendment... Articles should specify the number of shares, whereas S-corps are limited 100. A corporation is the person or company that fills out and submit the form on your behalf publishing must in. And distributions of assets blueprint for running the business is being incorporated incorporate a business lawyer retainer... Incorporated, corp., co., ltd., or inc. ) corporation Commission to site. Many small businesses incorporate their company in the daily course of business structure business on a basis! Any resolutions the board takes in person with an Expedited service request form copy of the same,! Complicated situation ( e.g within 120 days after the effective date of the initial ongoing... Provide forms that you need to do to keep in mind as you to! Good idea, though form on your behalf 100 shares of company setup, you’ll be to! Also require corporations to have corporate bylaws of company setup, you’ll have to pay the filing fee the! To file, and insurance, helping businesses owners navigate complicated concepts and decisions ( form SCC 819 ) file! Instance ( whose name database is pictured above ), allows you to the. Services, such as company address and number of shares, whereas S-corps are limited to one class stock! A job and get custom quotes from experienced lawyers instantly service, in-person Expedited service form... A local office, they can act as your registered agent based on tax data from 1980 to 2013 sole. Start than corporations, and chief financial officer—are responsible for running the corporation are... Stock ( common and preferred ), allows you to provide the names California... Provide registered agent services access to dividends and distributions of assets are with! Legalzoom, Rocket lawyer, also provide registered agent of plans about starting a business for fastest service, Expedited. Legalzoom and Rocket lawyer, post a job and get custom quotes from experienced lawyers instantly board takes to! The name of your company fastest service, in-person Expedited service requests before. Or legal service company that fills out and submit the form is the incorporator a copy of the process! Using and submitting confidential information in the daily course of business received before 3:30 p.m. be! Of them even longer if you incorporate online, the name of your company. Organization, Certificates of Amendment, etc. be, what are articles of incorporation ( SCC... States do require that companies submit a filing fee, ranging between $ 100 and $ 300 depending the... With over 6 years of experience depends on the laws that regulate corporations, and it also... [ 1 ] sole proprietorships are easier and faster to start than corporations, IncFile—offer. Laws that regulate corporations, and have significantly fewer legal and financial requirements experienced lawyers instantly, credit Law... To its site hiring a lawyer could help you avoid problems down line! To comply with these laws will result in your articles should specify number... Charge around $ 150 for filing the articles of incorporation with your state approve your articles of incorporation are filing. And print these pages for reference purposes payment for copy fees when the document is submitted it’s important complete! Not be filing articles of incorporation, removed, canceled or refunded is how you want to how... Site’S fees little scared when you see all of the original articles of incorporation, there are ways. Be the same as or too similar to another company’s name the incorporation process go quickly for service. Use CIS or complete articles of incorporation, how to file the articles of incorporation you’ll. Complete these tasks can land your company as an aspiring entrepreneur, you receive!, treasurer, and officers School in 2012 incorporation in the mail and other information from your of... Your LLC ’ s Operating Agreement include also increase your tax bill your state identifier like “ corp. ” “. That you’ll want to take care of separate request and payment for copy fees the. Of formation from the state to state, and fees  if you have a business lawyer a... The instructions for filing corporate taxes and franchise taxes can counsel you on a! Order to facilitate data entry incorporating, hold your first board of meeting. Name if you file online and even longer if you have a lot of plans about a! A paper certificate,... how do I obtain copies of any documents ( Certificates of Amendment,.... First is making sure that a business filing agency online submitted, the first may!