Articles of Incorporation - Definition The Articles of Incorporation are the primary legal document of a corporation; the Articles of Incorporation serve as a corporation's constitution. The articles are filed with the state government to begin corporate existence. The articles of incorporation contain the most basic but mandatory information on the corporation as required by state law.
A document filed with the Secretary of State or Corporations Commissioner, depending on the state, to form a corporation. As required by the general incorporation law of the state, the Articles include the purpose of the corporation, its principal place of business, the names of its directors who will control it, and the amounts and types of stock it is authorized to issue.
Articles of Incorporation
ARTICLE 1 Name
The name of the corporation.
ARTICLE 2 Nature of Business
This corporation may engage in or transact any and all lawful activities
or business permitted under the laws of the United States.
ARTICLE 3 Capital Stock
The maximum number of shares of stock that this corporation is
authorized to have outstanding, having a par value of $l.00 per share.
ARTICLE 4 Address
The street address of the initial registered office of the corporation,
and the name of the initial Registered Agent for the
corporation.
ARTICLE 5 Special Provisions
The stock of this corporation is intended to qualify under the
requirements of Section 1244 of the Internal Revenue Code and the
regulations issued thereunder. Such actions as may be necessary shall be
deemed to have been taken by the appropriate officers to accomplish this
compliance.
ARTICLE 6 Term of Existence
This corporation shall exist perpetually.
ARTICLE 7 Limitation of Liability
Each director, stockholder and officer, in consideration for his services, shall, in the absence of fraud, be indemnified, whether then in office or not, for the reasonable cost and expenses incurred by him in connection with the defense of, or for advice concerning any claim asserted or proceeding brought against him by reason of his being or having been a director, stockholder or officer of the corporation or of any subsidiary of the corporation, whether or not wholly owned, to the
maximum extent permitted by law.