What are Articles of Incorporation Drafting?
Articles of incorporation are formal documents that are required when establishing your corporation. When they’re submitted and filed, your business becomes an entity, enabling you to enter into agreements, purchase assets, and conduct other activities.
When drafting articles of incorporation, you need to pay attention to specific details that need to be included.
In the rest of this article, we’ll explore key terms that should be included in articles of incorporation, how to draft these legal documents for clarity, and why you should consider hiring a lawyer for assistance with the articles of incorporation drafting process.
What Key Terms Should Be in Articles of Incorporation?
Articles of incorporation should include the following information:
- Company name. The legal name of the company must be included.
- Principal address. This is the address of the company’s headquarters.
- Statement of purpose. This describes the corporation’s activities and reason for existing. The phrase “any lawful purpose” can be included in the description to enable the company to grow and expand in future.
- Incorporators and directors. There can be a section included that mentions the people responsible for creating and managing the corporation early on.
- Capital stock. This details the types and numbers of shares the company can issue to its shareholders.
- Registered agent. This is the person who will receive legal notices for the corporation. They must be named for clarity.
- Duration. This states if the corporation will be in operation for a certain amount of time or indefinitely.
- Indemnification. This can be included in the document to specify certain liabilities from which the directors are protected.
What are Tips for Drafting Articles of Incorporation?
There are many details involved in drafting articles of incorporation. To avoid making mistakes, here are some things to consider.
Check it for Accuracy
Make sure you don’t make any spelling mistakes or include incorrect details as this can cause your articles of incorporation to be rejected. You must also commit to keeping the articles of incorporation updated should something change, such as if you’ve changed your list of directors.
Include Information About Shares
You’ll need to include the number of authorized shares, which refers to the maximum number of shares your corporation is allowed to issue. Remember that the total issued shares can’t exceed the authorized amount.
There are also state-specific rules that might apply. For example, in some states your articles must specify if the corporation is authorized to issue multiple classes of stock.
Explain the Corporate Structure
You must clearly define your corporate structure, such as if it’s non-profit, closely held, professional, stock or non-stock. Again, the type of structure you can use will vary depending on the state where you live.
File the Articles Correctly
Filing articles of incorporation is important and requires specific steps. These include selecting the right jurisdiction, which should be aligned with your regulatory requirements and operations.
You’ll also need to fill out a form that’s required to file your articles of incorporation. This will include details such as your registered agent details, share terms, and the name and purpose of your business. An attorney can draft the form you need.
It’s fine to submit the documents in various ways, such as by mail, by visiting the secretary or department of state’s office in person, or online at the official Secretary of State or Department of State website in your state.
Note that how you file can vary in different locations. By noting these fine details, you’ll ensure you file correctly and avoid issues.
Do You Need to Hire a Lawyer to Draft Articles of Incorporation?
Working with a lawyer to draft and file your articles of incorporation is a good idea. A lawyer will ensure legal compliance, such as by preparing your documents so that you remain compliant with all state laws and filing requirements.
Here are other ways in which a lawyer will help you draft your articles of incorporation:
- They’ll avoid making costly errors in the articles that can cause filing problems, such as delays or rejections.
- They’ll consider your business ownership and operational needs.
- They’ll protect your interests by including liability protections.
- They’ll ensure that your articles of incorporation are aligned with other company documents, such as shareholder agreements and bylaws.
- They’ll structure your corporation properly depending on your state’s requirements, while also evaluating how it affects tax and regulatory treatments.
- They’ll reduce the risk of disputes by making all provisions in the document clear and easy to understand.
- They’ll provide legal advice throughout the process of drafting your articles of incorporation.
Where to Find a Lawyer for Articles of Incorporation Drafting
If you need to hire a lawyer to help you draft articles of incorporation, you don’t have to wonder where to find one. Instead of having to conduct your own research, which can be time consuming, you can make use of an online legal platform where you can access a network of qualified lawyers.
ContractsCounsel is one of the largest online legal marketplaces that provides access to a network of vetted lawyers. All lawyers on the platform have years of experience in contract drafting and review.
To request that a lawyer on the platform drafts your articles of incorporation, here are the easy steps to follow.
- Go to the ContractsCounsel marketplace.
- Post your project for free. Include a few details to help you find the most suitable lawyer.
- Receive multiple bids from lawyers on the platform who have the experience to help you.
- Review the lawyers’ profiles. The platform provides extensive lawyer data, such as their credentials, location, client ratings for previous projects, and expertise.
- Connect with a lawyer you think is best suited to your requirements and hire them to draft your articles of incorporation for a flat fee.
