Articles of Incorporation


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Related to Articles of Incorporation: Articles of Organization

Articles of Incorporation

The document that must be filed with an appropriate government agency, commonly the office of the Secretary of State, if the owners of a business want it to be given legal recognition as a corporation.

Articles of incorporation, sometimes called a certificate of incorporation, must set forth certain information as mandated by statute. Although laws vary from state to state, the purposes of the corporation and the rights and liabilities of shareholders and directors are typical provisions required in the document. Official forms are prescribed in many states.

Once the articles of incorporation are filed with the secretary of state, corporate existence begins. In some jurisdictions, a formal certificate of incorporation attached to a duplicate of the articles must be issued to the applicant before the business will be given legal status as a corporation.

articles of incorporation

n. the basic charter of a corporation which spells out the name, basic purpose, incorporators, amount and types of stock which may be issued, and any special characteristics such as being non-profit. Each state has its own system of approval of articles, prohibits names which are confusingly similar to those of existing corporations (so an incorporator can test the name by applying to reserve the name), sets specific requirements for non-profits (charitable, religious, educational, public service, and so forth), and regulates the issuance of shares of stock. Articles must be signed by the incorporating person or persons or by the first board of directors. Major stock issuances require application to the Securities and Exchange Commission. The starting point for filing and approval of Articles of Incorporation is usually the state's Secretary of State. There will be a fee and, often, a deposit of an estimated first year's taxes. (See: corporation)

References in periodicals archive ?
It said : 'Upon the approval of the SEC of the amendment of the articles of incorporation authorizing the increase in capitalization, the bank can implement the payment of the 20-percent stock dividend with the setting of the record and payment dates.
Certain expressions and wordings in the text of Articles of Incorporation will be also changed in response to this modification.
2 of the Articles of Incorporation as amended, eighteen (18) directors as set forth in Article 5[begin strikethrough]6[end strikethrough].
We intend to file promptly with the California Secretary of State an amendment to our articles of incorporation to increase the number of authorized shares of our common stock, as this increase will provide us with an additional tool as we explore strategic alternatives to strengthen our capital base and enhance shareholder value.
1) In accordance with the enforcement on May 1, 2006 of the new Corporation Law of Japan and Ministry of Justice directives based on the Corporation Law of Japan, Omron will amend its Articles of Incorporation as follows for items that will be enabled by stipulating them in the Articles of Incorporation.
In addition, the Company's Amended and Restated Articles of Incorporation have been amended to increase the number of shares of common stock authorized thereunder to 325,000,000.
The increase in the number of authorized shares and other amendments will be effective when Articles of Amendment to the Company's Third Amended and Restated Articles of Incorporation are filed with the Texas Secretary of State.
The amendments to the Company's Articles of Incorporation are expected to be filed, and the reverse stock split is expected to be effected, on Monday May 2, 2005.
Global to solicit votes in favor of proposed amendments to its Articles of Incorporation.
Moreover, the adoption, by more than a 2-to-1 margin, of the amendment to the Articles of Incorporation to include procedures regarding special meetings of shareholders demonstrates shareholder support for striking an appropriate balance between enabling holders of Quipp common stock to call a special meeting and reducing management distraction and Quipp expense, as well as procedural abuse, that may result from the call of multiple special meetings within a limited period of time.
1) The Company's Articles of Incorporation were amended to change the Company's name to Century Builders Group, Inc.
Global shareholders to cast their votes and for the company to continue to solicit votes in favor of proposed amendments to its Articles of Incorporation that would increase the number of authorized shares to enable the company to effect a 2-for-1 stock split, modify the relative dividend and liquidation preference rights of the different classes of common stock and permit conversion of Class C Common Stock to Class A Common Stock.