All jurisdictions have statutes enabling qualified persons to form corporations for certain purposes by following specified procedures. The proper form and necessary content of articles of incorporation depend largely on the requirements of the several state statutes, which in many instances designate the appropriate form and content. Thus, while the articles must stay within the limitations imposed by the various statutes and by the policies and interpretations of the responsible state officials and agencies, the articles may usually be drafted so as to fit the business needs of the proposed corporation. In many states, official forms are provided; in some of these jurisdictions, use of such forms is mandatory. Although in some jurisdictions, the secretary of state's printed forms are not required to be used, it is wise to use the language found in the forms since much of the language found in them is required.
This form is baser on the Revised Model Business Corporation Act.
Delaware Articles of Incorporation serve as the foundational document when forming a corporation in the state of Delaware. These legal documents outline essential information about the business, including its name, purpose, directorship, stock details, and other important provisions. The filing of the Articles of Incorporation is a crucial step in establishing a legal entity recognized by the state. The Delaware Articles of Incorporation must adhere to the guidelines set forth by the Delaware General Corporation Law (DCL) and are typically filed with the Delaware Secretary of State. This document initiates the process of creating a corporation, providing pertinent details that define the company's structure and operations. Some important components of the Delaware Articles of Incorporation include: 1. Corporate Name: The desired name of the corporation, ensuring it complies with the Delaware Secretary of State's naming requirements. 2. Purpose: A statement describing the nature of the business and its objectives. 3. Registered Agent: The name and contact information of the individual or entity responsible for receiving legal and official documents on behalf of the corporation. 4. Authorized Shares: The maximum number of shares the corporation is allowed to issue. 5. Par Value: The nominal value assigned to each share of stock, which determines the minimum price at which shares can be issued. 6. Directors: The names and addresses of the initial directors responsible for managing the corporation's affairs. 7. Incorporated: The person(s) or entity responsible for executing the Articles of Incorporation and filing them with the state. Delaware offers different types of Articles of Incorporation based on specific requirements or preferences. Some variations include: 1. General Stock Corporation: The most common type, allowing flexibility regarding stock issuance and shareholder rights. 2. Close Corporation: Designed for smaller businesses with a limited number of shareholders and relaxed corporate governance requirements. 3. Non-profit Corporation: Intended for organizations operated for religious, charitable, educational, or scientific purposes, exempt from paying federal and state taxes. 4. Professional Corporation: Applicable to licensed professionals, such as doctors and lawyers, allowing them to form corporations to limit personal liability. Understanding the intricacies and legal requirements of the Delaware Articles of Incorporation is essential for those seeking to establish a corporation. Consulting with legal professionals or utilizing online incorporation services can be beneficial to ensure accurate and compliant completion of this foundational document.
