Articles of Incorporation Example:
What's Included?

Clients Rate Lawyers on our Platform 4.9/5 Stars
based on 4,036 reviews

Jump to Section

Need help with Articles of Incorporation?

Post Project Now

Are you and your team ready to form a new corporation? There are many things to consider, but the first step you must take is filing your company’s Articles of Incorporation before you do anything else. They’ll let you open bank accounts, issue shares, and more.

Here’s what every business owner in the US should know about Articles of Incorporation:

What Are Articles of Incorporation?

Articles of incorporation, also called Certificate of Charter, are the legal documents you file with the state government to form a new corporation. They are relatively simple documents to create and require you to provide some information about your proposed company, including contact information, business name, and shares issued.

You may also see Articles of Incorporation referred to as:

  • Articles of Association
  • Certificate of Incorporation
  • Corporate Charter

Articles of incorporation aren’t company bylaws. Bylaws work in tandem with your Articles of Incorporation to form the basic legal structure of operation. However, you don’t have to file your bylaws with the government.

Article of Incorporation Examples

Here’s an example of how Articles of Incorporation work:

Let’s say that you want to form a corporation in Delaware called the “ABC Corporation.” You must file your Articles of Incorporation before you can open a bank account, solicit investors, issue stocks, or engage in other transactions. After filing and registering Articles of Incorporation with the Secretary of State’s office, you will receive an official certificate that indicates you are permitted to operate as a corporation within the state.

Meet some lawyers on our platform

Matthew S.

2 projects on CC
View Profile

Michael K.

70 projects on CC
View Profile

Justin K.

3 projects on CC
View Profile

Don G.

27 projects on CC
View Profile

Below is an example of a publicly available Articles of Incorporation pulled from the SEC database.


KNOW ALL MEN BY THESE PRESENTS: That the undersigned, has this day voluntarily executed these Articles of Incorporation for the purpose of forming a corporation under the laws of the state of Nevada, and to that end, I do hereby certify:


The complete name of this corporation shall be MERCHANDISE CREATIONS, INC.


The registered agent and principal office the corporation, in the state of Nevada, shall be as follows: The registered agent in charge thereof is Savoy Financial Group, Inc, located at 6767 W. Tropicana Ave., Suite 207, in the City of Las Vegas, Nevada, 89103, County of Clark.


The duration of this corporation shall be perpetual.


The purposes for which this corporation is organized are as follows: To engage in any lawful act or activity for which a corporation may be organized under the general corporation laws of Nevada. Including but not limited to the following:

a) Shall have such rights, privileges and powers as may be conferred upon corporations by any existing law.

b) May at any time exercise such rights, privileges and powers, when not inconsistent with the purposes and objects for which this corporation is organized.

c) Shall have power to have succession by its corporate name for the period limited in its certificate or articles of incorporation, and when no period is limited, perpetually, or until dissolved and its affairs wound up according to law.

d) Shall have power to sue and be sued in any court of law or equity.

e) Shall have power to make contracts.

f) Shall have power to hold, purchase and convey real and personal estate and to mortgage or lease any such: real and personal estate with its franchises. The power to hold real and personal estate shall include the power to take the same by devise or bequest in the State of Nevada, or in any other state, territory or country.

g) Shall have power to appoint such officers and agents, as the affairs of the corporation shall require, and to allow them suitable compensation.

h) Shall have power to make By-Laws not inconsistent with the constitution or laws of the United States, or of the State of Nevada, for the management, regulation and government of its affairs and property, the transfer of its stock, the transaction of its business, and the calling and holding of meetings of its stockholders.

i) Shall have power to wind up and dissolve itself, or be wound up or dissolved.

j) Shall have power to adopt and use a common seal or stamp, and alter the same at pleasure. The use of a seal or stamp by the corporation on any corporate documents is not necessary. The corporation may use a seal or stamp, if it desires, but such use or non-use shall not in any way affect the legality of the document.

k) Shall have power to borrow money and contract debts when necessary for the transaction of its business, or for the exercise of its corporate rights, privileges or franchises, or for any other lawful purpose of its incorporation; to issue bonds, promissory notes, bills of exchange, debentures, and other obligations and evidences of indebtedness, payable at a specified time or times, or payable upon the happening of a specified event or events, whether secured by mortgage, pledge or otherwise, or unsecured, for money borrowed, or in payment for property purchased, or acquired, or for any other lawful object.

l) Shall have power to guarantee, purchase, hold, sell, assign, transfer, mortgage, pledge or otherwise dispose of the shares of the capital stock of, or any bonds, securities or evidences of the indebtedness created by, any other corporation or corporations of the State of Nevada, or any other state or government, and, while owners of such stock, bonds, securities or evidences of indebtedness, to exercise all the rights, powers and privileges of ownership, including the right to vote, if any.

m) Shall have power to purchase, hold, sell and transfer shares of its own capital stock, and use therefor its capital, capital surplus, surplus, or other property or fund.

n) Shall have power to hold meetings and keep the books, documents and papers outside of the State of Nevada at such places as may be from time to time designated by the Bylaws or by resolution of the directors except as otherwise required by the laws of Nevada. To conduct business, have one or more offices, and hold, purchase, mortgage and convey real and personal property in the State of Nevada, and in any of the several states, territories, possessions and dependencies of the United States, the District of Columbia, and any foreign countries.

o) Shall have power to do all and everything necessary and proper for the accomplishments of the objects enumerated in its certificate or articles of incorporation, or any amendment thereof, or necessary or incidental to the protection and benefit of the corporation and, in general, to carry on any lawful business necessary or incidental to the attainment of the objects of the corporation, whether or not such business is similar in nature to the objects set forth in the certificate or articles of incorporation of the corporation, or any amendment thereof.

p) Shall have power to make donations for the public welfare or for charitable, scientific or educational purposes. q) Shall have power to enter into partnerships, general or limited, or joint ventures, in connection with any lawful activities, as may be allowed by law.


This corporation is authorized to issue one class of capital stock to be designated "Common Stock." The total number of shares of common stock which this Corporation is authorized to issue is One Hundred Million (100,000,000) shares of Common Stock having a par value of $0.001 each share. The holders of the Common Stock shall have one (1) vote per share on each matter submitted to a vote of shareholders. Each share shall be entitled to the same dividend and liquidation rights. The capital stock of this corporation, after the amount of the subscription price has been paid in, shall never be assessable, or assessed to pay debts of this corporation.


No preemptive rights, as that term is defined under NRS 78.265, shall exist with respect to shares of stock or securities convertible into shares of stock of this corporation.


The shareholders of this corporation shall not be entitled to cumulative voting at the election of any directors.


The members of the governing board of this Corporation shall be styled directors and the number thereof at the inception, of this Corporation, shall be one (1). The director(s) need not be shareholders of this Corporation, nor residents of the State of Nevada. The number of directors may from time to time be increased or decreased in such manner as shall be provided for by the bylaws of the Corporation. The name and post office address of the person who is to serve as the initial director until the first annual meeting of the shareholders of the corporation, or until her successors are duly elected and qualified is as follows: Name Address Robert Turner 4704 Towne Square Drive #2626 Plano, TX 75024


Any contract or other transaction between this corporation and one or more of its directors, or between this corporation and any corporation, firm, association, or other entity, of which one or more of this corporation's directors are shareholders, members, directors, officers or employees or in which they are interested, shall be valid for all purposes, notwithstanding the presence of such director or directors at the meeting of the Board of Directors which acts upon or in reference to such contract or transaction and notwithstanding the participation of such director or directors in such actions, by voting or otherwise, even though the presence or vote, or both, of such director or directors might have been necessary to obligate this corporation upon such contract or transaction; provided, that the fact of such interest shall be disclosed to or known by the directors acting on such, contract or transaction.


1. A director of this corporation shall not be personally liable to the corporation or its shareholders for monetary damages for conduct as a director, except for liability of the director (i) for acts or omissions that involve intentional misconduct by the director or a knowing violation of law by the director, (ii) for conduct violating the Nevada Revised Statutes, or (iii) for any transaction from which the director will personally receive a benefit in money, property or services to which the director is not legally entitled. If the Nevada Revised Statutes are amended in the future to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director 4 of this corporation shall be eliminated or limited to the full extent permitted by the Nevada Revised Statutes, as so amended, without any requirement of further action by the shareholders.

2. The corporation shall indemnify any individual made a party to a proceeding because that individual is or was a director of the corporation and shall advance or reimburse the reasonable expenses incurred by the individual in advance of final disposition of the proceeding, without regard to the limitations in Nevada Revised Statute 78.7502, or any other limitation which may hereafter be enacted, to the extent such limitation may be disregarded if authorized by the Articles of Incorporation, to the full extent and under all circumstances permitted by applicable law.

3. Any repeal or modification of this Article by the shareholders of this corporation shall not adversely affect any right or any individual who is or was a director of the corporation which existed at the time of such repeal or modification.


This corporation reserves the right to amend or repeal any of the provisions contained in its Articles of Incorporation in any manner now or hereafter permitted by law, and the rights of the shareholders of this corporation are granted subject to this reservation.


The Board of Directors shall have the power to adopt, amend, or repeal the bylaws of this corporation, subject to the power of the shareholders to amend or repeal such bylaws. The shareholders shall also have the power to adopt, amend or repeal the bylaws of this corporation.


The name and address of the incorporator signing these articles of incorporation was as follows:

Name, Address

Reference :

Security Exchange Commission - Edgar Database, Microsoft Word - Exhibit 3.1 - Articles of Incorporation.doc, Viewed June 16, 2021, < >.

Get Free Bids to Compare

Leverage our network of lawyers, request free bids, and find the right lawyer for the job.

Get Bids Now

How Do I Write Articles of Incorporation?

Writing Articles of Incorporation is a fairly straightforward process. Your Secretary of State’s office, or the state in which you are incorporating, should have a form available online that you complete and return with a filing fee. The challenging part is filling out the form correctly so that it doesn’t result in unintended legal consequences.

Take the following steps when writing your organization’s Articles of Incorporation:

Step 1. Visit Your Secretary of State’s Website

Start by searching for your Secretary of State’s office online. Navigate to the website and locate the proper form. If you have legal questions about which form to use, speak with corporate lawyers to guide you through the process or leverage ContractsCounsel’s free Q&A Forum .

Step 2. Complete the Information as Requested

Articles of Incorporation will always vary from state to state. However, they all primarily request the same types of information.

You must be able to provide the following to file your Articles of Incorporation:

  1. Corporation name and mailing address
  2. Registered agent name and address
  3. Duration of incorporation
  4. Nature of the business
  5. Number of shares and type issued
  6. Powers of Incorporation designations
  7. Signature and date lines

Your provided answers will influence your corporation’s legal future and financial standing. Meet with your legal team and board to determine how you should structure your corporation.

Step 3. Obtain a Check for the Filing Fee

All states charge a filing fee to incorporate a business within the state, regardless of whether operations physically take place there. Filing fees are relatively nominal, but the cost will vary from state to state. For example , incorporating in Oklahoma will cost you $50, whereas Massachusetts charges $400.

Step 4. Submit Your Articles of Incorporation as Instructed

After signing the form, you’re ready to submit your Articles of Incorporation to the Secretary of State’s office for processing. Most offices allow you to file them in-person, by email and mail, or fax. You can also send a self-addressed stamped envelope (SASE) to receive a return receipt.

It could take 30 and 60 days to receive a response and confirmation. However, some states allow for expedited processing for an additional fee. Inquire with their office if you’re crunched for time and don’t mind paying a little extra money for speed.

Step 5. Begin Operating

After you receive an official certificate, your corporation is now legally permitted to operate in the state. Retain copies of all documents and provide them upon request to financial institutions and investors if you need to prove your company’s existence.

What Is Included In Articles of Incorporation?

Articles of Incorporation are relatively short when compared with lengthy contracts. The good news is that the state government generally provides forms, which means it’s easy to include everything you need.

The following elements are generally included in Articles of Incorporation:

Element 1. Corporation Name and Address

Start by sharing the name of your corporation. Avoid adding a Doing Business As (DBA) designation unless otherwise requested to do so. Also, list the corporation’s primary headquarters address.

Element 2. Registered Agent Name And Address

The registered agent is someone you choose to list publicly on file with the Secretary of State’s office. You can use your name, the name of another corporation, or a registered agent company. This address is used for third-party contact.

Element 3. Duration of Incorporation

The state also wants to know how long you plan to operate. It’s perfectly acceptable to say, “Perpetual” if you plan to operate the company indefinitely. Otherwise, supply a date by which the corporation should terminate.

Element 4. Nature of the Business

For economic purposes, you should also let the state know the nature of your business. If you’re forming a construction company, then you can write down “Construction supply and building” or some variation thereof. The only requirement for this section is that you supply a lawful and legitimate business purpose.

Element 5. Number of Shares and Type Issued

What makes corporations unique is their ability to offer stocks to investors as a way of raising capital. Many Articles of Incorporation forms will ask you to indicate how many shares you’re issuing, whether they’re common or preferred, series, and par value per share.

Element 6. Powers of Incorporation Designations

If you want the powers of an incorporator to terminate upon the filing of your Articles of Incorporation, then you should complete this section as well. The state will issue a notice to the incorporators that their powers of terminated.

Finally, don’t forget that all members should sign and date the document. You should also pay the filing fee upon submitting the document to your Secretary of State’s office.

While Articles of Incorporation are short, template documents, it doesn’t mean that they are easy to complete. The information you provide can affect your company indefinitely or result in unwanted legal issues. Seek immediate legal advice if you have questions related to your specific situation.

Explore some of ContractsCounsel’s C-Corp Lawyers .

When Do You Need Articles of Incorporation?

You need Articles of Incorporation when creating a corporate business formation, including a C-Corp or S-Corp . Articles of Incorporation are also essential for setting up a bank account, obtaining capital, and establishing a legal identity for your company. Doing so also separates your personal assets from the corporation’s finances.

Do LLCs Have Articles of Incorporation?

No, LLCs don’t have Articles of Incorporation. Instead, they use Articles of Organization . A form to file with the state government department is generally available online through your Secretary of State’s Office.

Get Legal Help with Articles of Incorporation

In conclusion, Articles of Incorporation are the legal documents that form your company’s existence. It’s essential that you get them right and consider your future needs. Corporate lawyers in your state can prepare and submit Articles of Incorporation on your company’s behalf while providing insightful legal advice along the way. Post a project on ContractsCounsel today to prepare and file your Article of Incorporation.

How ContractsCounsel Works
Hiring a lawyer on ContractsCounsel is easy, transparent and affordable.
1. Post a Free Project
Complete our 4-step process to provide info on what you need done.
2. Get Bids to Review
Receive flat-fee bids from lawyers in our marketplace to compare.
3. Start Your Project
Securely pay to start working with the lawyer you select.

Meet some of our Lawyers

Mathew K. on ContractsCounsel
View Mathew
5.0 (2)
Member Since:
February 1, 2022

Mathew K.

Founding Attorney
Free Consultation
Get Free Proposal
8 Yrs Experience
Licensed in IL
DePaul University College of Law

Kerbis' practice includes business and real estate transactions, estate planning, and limited scope litigation consulting. Mathew has negotiated deals involving multinational corporate franchises and has collectively helped hundreds of clients with their transactional, civil litigation, and appellate legal needs. Throughout his tenure as an American Bar Association leader, Mathew has advocated for legal education reform, interviewed ABA Presidents and State Appellate and Supreme Court Justices, and lobbied Congress on behalf of the legal profession. As a law student, Mathew served as an extern for the Honorable Justice Robert E. Gordon of the Illinois Appellate Court, First District.

Tina R. on ContractsCounsel
View Tina
5.0 (12)
Member Since:
February 17, 2022

Tina R.

Free Consultation
Get Free Proposal
Arlington, VA
16 Yrs Experience
Licensed in DC, IL, VA
Loyola University Chicago

15 years for legal experience; expertise in contracts, healthcare, ERISA, physicians, financial services, commercial contracts, employment agreements, etc. I am adept at all contracts and can provide you with efficient and quality services. I have worked at a law firm, financial services company, consulting ,and non-profit.

Craig Y. on ContractsCounsel
View Craig
5.0 (3)
Member Since:
February 8, 2022

Craig Y.

Free Consultation
Get Free Proposal
New York
27 Yrs Experience
Licensed in NY
New England Law - Boston

Craig E. Yaris is a partner at Parlatore Law Group, with the experience and drive to handle all your Franchise, General Business Practice, and Mediation needs. As a former small business owner and Chief Operating Officer of a franchisor himself, Mr. Yaris is passionate about promoting business growth. He has experience handling daily operations, employee disputes, and negotiations of pertinent contracts for a franchise company with 100 locations in five states, where he organized and conducted semi- annual meetings to educate and inform franchisees of best practices for improved growth. In addition, Mr. Yaris was responsible for the preparation and filing of the UFOC (Uniform Franchise Offering Circular) in several states and is well-versed in business formation. Between his time as Franchisor and Conflict Resolution Specialist, Mr. Yaris was the Co-Founder and Chief Operating Officer of an online company whose goal was to help inform marketers and business owners of the fast-paced and ongoing changes within their specific verticals. This experience helped him hone his research and writing skills and prepared him for the cloud-based aspects of Parlatore Law Group. Mr. Yaris also has extensive experience in public speaking, as he has planned and delivered several keynote addresses and educational seminars for many New York-based organizations, and as a Continuing Education Instructor for Hofstra University. Prior to joining Parlatore Law Group, Mr. Yaris worked as a Patient Advocate, and more recently, a Conflict Resolution Specialist, where he mediated and resolved disputes on behalf of patients with insurance companies. In this role, he negotiated for coverage of previously denied medications and medical procedures as well as successfully mediated disputes between individuals and business partners which would have otherwise resulted in protracted litigation. In addition, he has experience mediating employer and employee disputes as well as helping resolve family conflict. He has also studied and attended many Non-Violent Communication (NVC) workshops and strives to bring these tools and methods to all of his mediations. His variety of experiences speak to his ability to handle small business needs at all stages of business growth and development. Mr. Yaris also has experience with business growth and development, as he has worked with several small business on creating and implementing strategies for steady growth. In addition, to spending time with family, Mr. Yaris volunteers his time helping spread the message of the ACLU and he supports many local charities focused on families and children. He is admitted to practice in New York.

Nicholas V. on ContractsCounsel
View Nicholas
5.0 (11)
Member Since:
February 28, 2022

Nicholas V.

Free Consultation
Get Free Proposal
Denver, CO
5 Yrs Experience
Licensed in CO, NY, TX
Texas A&M University School of Law

I am a solo practitioner with offices in Denver, Colorado and Austin, Texas with a focus on general business and real estate contracts.

Meghan T. on ContractsCounsel
View Meghan
4.8 (10)
Member Since:
January 31, 2022

Meghan T.

Free Consultation
Get Free Proposal
4 Yrs Experience
Licensed in GA
Emory University

Meghan Thomas is an accomplished transactional attorney. She specializes in real estate transactional matters, property disputes, IP, tech and business contracts. Meghan's innovative leadership style has attributed to the firm's rapid development and presence in the metro-Atlanta market. She obtained her Doctor of Law from Emory University where she worked with the State Attorney General and litigated property disputes for disadvantaged clients. ​ Prior to practicing, Meghan negotiated complex transactions for Fortune 500 tech and healthcare companies. She lives with her family in Southwest Atlanta, enjoys cooking, travel, dance and continues to develop her research in the areas of transactional law and legal sustainability.

Kelvin R. on ContractsCounsel
View Kelvin
4.7 (6)
Member Since:
February 25, 2022
Cecilia O. on ContractsCounsel
View Cecilia
Member Since:
January 31, 2022

Cecilia O.

Contracts Attorney
Free Consultation
Get Free Proposal
San Antonio
16 Yrs Experience
Licensed in CT, MD
Ghana School of Law

With 15 years of extensive transactional/contracts experience reviewing and negotiating commercial contracts including a wide variety of purchase orders and contracts and non-disclosure agreements (NDA), I believe I can immediately contribute to the continued success of your team. I have been commended for a range of valuable skills—excellent contract management and contract administration, legal research, risk analysis, drafting and negotiations, and strategic thinking. I have worked as a legal consultant for 10+ years and I have reviewed over 7,500 contracts through this position. Contracts I have reviewed include but not limited to purchase orders, commercial and construction contracts, equipment rental agreements, non-disclosure, confidentiality, vendor agreements, service agreements, site access agreements, international agreements, request for proposals (RFP), bids and government contracts. These experiences have enabled me to master the ability to work independently and expeditiously to identify and assess issues and provide legally sound recommendations, consistent with good business practices. I have led teams (sales, insurance and management) to successfully negotiate contract terms with customers. Effective Communicator and Negotiator. I am a people person, and for the past 13 years, I have acquired excellent oral and written communication skills that enable me to interact and negotiate effectively with stakeholders at all levels. I am a self-starter with a strong work ethic. I have a high degree of resourcefulness, diligence, and dependability. Most important, I adapt to changing priorities quickly, thriving in an environment with high volume and short turnaround deadlines. My experience over the years allows me to transfer my skills to all types of contracts to meet the client’s needs. I am hopeful to provide similar legal expertise, effective contract administration and leadership to your organization. It would be a pleasure to meet within the next few weeks and discuss how my qualifications, experience, and capabilities will best fit the needs of your outfit.

Antoine D. on ContractsCounsel
View Antoine
Member Since:
February 7, 2022

Antoine D.

Free Consultation
Get Free Proposal
Fort Lauderdale
7 Yrs Experience
Licensed in FL
Howard University School of Law

In his firm, Talented Tenth Law, Antoine focuses on helping people maximize their protection and prosperity in the courtroom and the boardroom. His firm’s services include representing people in lawsuits involving breach of contract, many types of civil lawsuits and helping business owners win government contracts among other things.

Tom L. on ContractsCounsel
View Tom
Member Since:
February 7, 2022

Tom L.

Managing Member
Free Consultation
Get Free Proposal
16 Yrs Experience
Licensed in TX
Louisiana State University Law Center

Tom is a former chief legal officer of public and private companies. He has extensive experience in mergers & acquisitions, commercial transactions, joint ventures, finance, securities laws and general corporate law across a broad range of industries, including construction, consumer products, e-commerce, energy and healthcare. As an attorney who practiced at two different Top 50 international law firms, he can deliver "Big Law" service at a competitive price. Prior to becoming a lawyer, Tom served as an officer in the U.S. Army and attained the rank of Captain. He served a tour in Iraq where he led a reconnaissance platoon and was awarded the Bronze Star Medal.

Amy P. on ContractsCounsel
View Amy
Member Since:
February 9, 2022

Amy P.

Principal Attorney
Free Consultation
Get Free Proposal
Edmonds, WA
19 Yrs Experience
Licensed in WA
The University of Montana School of Law

Amy has served as outside general counsel and litigator to established businesses throughout western Washington since 2010. Her passion and focus is providing the best possible representation for clients in the construction, transportation and hospitality industries.

Jacob O. on ContractsCounsel
View Jacob
Member Since:
February 14, 2022

Jacob O.

Contracts Manager
Free Consultation
Get Free Proposal
Iowa City
3 Yrs Experience
Licensed in MO
University of Iowa - Law

I am bar certified in the lovely state of Missouri. I received my J.D. from The University of Iowa College of Law (2019) and my B.A. in Political Science from BYU-Idaho (2015).

Find the best lawyer for your project

Browse Lawyers Now

Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call