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 ?
6) In order to implement the dividend policy and the capital policy flexibly, the Company will newly establish Article 39 (Organ to decide on Matters including Dividends of Surplus) of the proposed Articles of Incorporation that enables the Company to decide matters including dividends of surplus by a resolution of the Board of Directors.
Those that intended to organize and operate exclusively for an exempt purpose but simply drafted their articles of incorporation inartfully did not receive from the IRS the minimal amount of service needed to identify the deficiency and notify the organization of the need to correct it.
As the number of Internal Directors (excluding Directors who are Audit and Supervisory Committee Members) is expected to continue to remain small in the future, the Company determines not to have Executive Vice Presidents, Senior Managing Directors, and Managing Directors for the time being, and will delete the related wording in Paragraph 1 of Article 24 of the current Articles of Incorporation, and delete Paragraph 4 of the same article.
2(f) of the Articles of Incorporation as amended shall be by the joint nominating committee of The Florida Bar Foundation and The Florida Bar.
The present Article 16 will be amended where necessary to clarify this handling in the Articles of Incorporation.
After it secured the approval from the central bank, Security Bank said the revised articles of incorporation would need the additional approval by the Securities and Exchange Commission.
Absent receiving the votes necessary to approve the proposals to amend its Articles of Incorporation, the company then plans to adjourn the meeting and defer voting on shareholder business matters until February 21, 2007, when the meeting will be reconvened.
Aetna (NYSE: AET) today announced that its Board of Directors has voted to submit a proposal to shareholders to place a majority vote standard for the election of directors in the company's articles of incorporation.
NASDAQ:GROW) announced today that it has filed the definitive proxy statement with the Securities and Exchange Commission for soliciting proxies for voting on amendments to the Articles of Incorporation of U.
Heinz Company (NYSE:HNZ) said today that its Board of Directors has approved a proposed amendment to the company's Articles of Incorporation that, if adopted by the shareholders, will require approval of the election of directors in uncontested elections by a majority vote of shareholders.
The Board also approved amendments to the Articles of Incorporation of U.
HBV also urges shareholders to vote in favor of the changes to the company's articles of incorporation that were promised to shareholders at the May 6 Annual General Meeting.