Use our articles of incorporation to legally create a corporation.
Updated January 12, 2024
Written by Sara Hostelley | Reviewed by Brooke Davis
Articles of incorporation help an incorporation legally recognize their business entity. This document can give liability protection to the owners, provide basic business information, and declare the business’s purpose.
Articles of incorporation are formal documents containing the basic information necessary to form an incorporated business (or corporation). These company formation documents provide information on the business’s incorporators, registered agents, directors, and officers. It also declares the purpose, states the operating location, and defines the company’s termination, if applicable.
Once the owner files the articles with their jurisdiction’s Secretary of State, the company becomes a registered business entity within the state for accounting and tax purposes.
Use an amendment of articles of incorporation if you wish to change your corporation’s articles.
An incorporated business is a legal entity an individual creates and registers as a corporation with the government. Some key elements of an incorporated business include the following:
Explore some of the pros and cons of incorporating a business:
If you want to start a corporation, you must choose a unique name. Ensure your preferred company name is available to minimize the chances of your state rejecting your articles of incorporation.
We’ve compiled each state’s online business search database for your convenience.
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| California | New Jersey |
| Colorado | New Mexico |
| Connecticut | New York |
| Delaware | North Carolina |
| District of Columbia | North Dakota |
| Florida | Ohio |
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| Hawaii | Oregon |
| Idaho | Pennsylvania |
| Illinois | Rhode Island |
| Indiana | South Carolina |
| Iowa | South Dakota |
| Kansas | Tennessee |
| Kentucky | Texas |
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| Michigan | Washington |
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If you don’t file articles of incorporation and wish to remain an unincorporated business, the law will treat you and your business as one entity, meaning it will view you as a sole proprietorship. As a sole proprietor, creditors can go after your personal and company assets for business debt.
Here are some key terms to know when creating articles of incorporation:
Here are the elements to include in your articles of incorporation:
Use a stock certificate when issuing corporate stocks to your corporation’s owners.
Creating a corporation lets your business take advantage of the corporate tax and legal benefits that your state offers. But first, you must file articles of incorporation with your state’s Secretary of State.
The requirements and fees vary between states, but the general process is similar.
Review these three simple steps to learn more about the filing process:
You can search online through your state’s Secretary of State website to check whether your preferred company name is still available. Ensure to include a corporate suffix at the end of the name, such as “Company,” “Co.,” “Incorporated,” or “Inc.”
There are two main tax classifications for corporations: S and C corporations. Specific federal and state requirements are necessary to register as an S-Corporation [1] . Otherwise, all incorporated corporations will start as C-Corporations.
You need to ensure that when you pay taxes, you aren’t getting your business taxes confused with your personal taxes. Visit IRS.gov for more information.
Fill out your articles with your corporation’s key information. Discuss the details with your company’s founding members to ensure everyone agrees on the details.
Once you have filled out your formation documents, you must file the articles of incorporation with the Secretary of State’s office where you wish to register. Prepare to pay a filing fee, which can range between $50 to several hundred dollars, depending on your state.
Remember that your business doesn’t need to operate exclusively in the state where you incorporate. However, many states require companies to file “foreign registration” documents if they are an out-of-state entity incorporated elsewhere and doing business in their state.
Just filing your articles of incorporation doesn’t let you start running and maintaining your company. You must take other steps, which include the following:
Compare articles of incorporation with other similar documents:
Business owners file articles of incorporation with their state to create a corporation. LLC owners create LLC operating agreements to outline their company’s operating procedures and structure. They don’t usually file this document with any state government. Instead, they store it as an internal document to reference if disputes or challenges arise.
Corporate bylaws are internal documents for corporations. They dictate the corporation’s operating procedures and outline rules for the company’s management to follow. Some states require a company to create and maintain corporate bylaws, while others only recommend it.
The initial directors typically adopt the corporate bylaws.
A business license lets a company operate within a regulated industry or jurisdiction. For example, companies that plan to sell alcohol, firearms, or agricultural products will often have to seek a business license before they can start conducting their operations.
Getting a business license and filing your articles of incorporation are usually separate processes. Usually, incorporators file their articles of incorporation first. Then, they apply for a business license if necessary.
A business plan is another internal document individuals can use to outline the strategy of any business type, whether it’s a sole proprietorship, partnership, LLC, or corporation. Owners can store this document internally and share it with lending institutions, investors, and customers to raise capital or otherwise promote transparency.
It contrasts with the articles of incorporation, as the latter only contains information for legal requirements instead of strategic reasons.
While filing articles of incorporation leads to the formation of a corporation, filing articles of organization leads to the formation of an LLC upon approval. The latter outlines similar information to the articles of incorporation, including the company’s name, management structure, and limited liability nature.
Download a free articles of incorporation template in PDF or Word format below:
