The Corporation's Certificate Or Article: Incorporation Basics
Corporations are required to submit to the secretary of state the company's incorporation article; incorporation procedures all over the United States (and even that of countries/territories throughout the world) name the articles or certificate of incorporation as one of the basic requirements for a corporation to be set up within their jurisdiction. The following are the usual elements of the articles of incorporation.
The Corporation's Name
A corporation must have a unique name to identify it. One should perform a search of the names in use so as to avoid replicating another business entity's name. Corporations must choose among the various corporation extensions allowed in the state, province, country or territory where it intends to register the corporation. These extensions are used for the main purpose of indicating that the company is a corporation. Some of these extensions include corporation, company, incorporated, foundation, and others; they can also be the abbreviated versions of the corporation identifier extension.
In Canada, however, one need not submit a name if the corporation does not require it for branding purposes. Corporations in Canada can have a unique numbered name instead. The corporate identifier extensions must still be used, however. The Corporation's Registered Office Address The articles of incorporation must include an office address where communications to the corporation can be sent. In some jurisdictions, the address must be within the jurisdiction while in others it can be outside the territory. Some requires a specific address (with number and street address), while others require only the name of the province. Then there are those that require the address where the corporation actually does business while others only require the address of the corporation's representative or agent in the territory, province, state, or country. The Corporations' Purpose The articles of incorporation must clearly state the nature and purpose of the corporation. Depending upon the regulations in the venue of incorporation, the corporation may have only one or several purposes. Details of Shares and Stocks The articles of incorporation should specify the minimum as well as the maximum number of shares that the corporation can issue. It should also clearly indicate the class and type of shares. The articles of incorporation, furthermore, should indicate any restrictions in stock transfers if there are any. Other Important Details Depending on the venue of incorporation, the articles of incorporation may include the names and addresses of the original incorporators, the first set of board directors, and the names and addresses of the corporation's executive officers. Special or optional provisos may also be laid out in the articles of incorporation should the incorporators prefer to do so.
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