Nevada Articles of Incorporation: Definition, Purpose

What are Nevada Articles of Incorporation?

Nevada articles of incorporation is a legal formation document that must be filed with the secretary of state to establish a new corporation. The purpose of articles of incorporation is to provide the state important information about your new corporation.

How Do I Find Articles of Incorporation in Nevada?

To find the articles of incorporation form for the state of Nevada, you can follow these steps:

1. Visit the Nevada Secretary of State website.
2. Click on the “Businesses” tab at the top of the homepage.
3. Scroll down to “Start a Business” and select “Corporation”.

Here you will find a list of forms for the various types of corporations that you can establish in Nevada. Most corporations are domestic for-profit corporations but other options include:

• Foreign corporation
• Close corporation
• Professional corporation
• Non-profit corporation

If you are unsure which type of corporation is best for your business or what form you need, it is highly recommended that you seek the advice of a knowledgeable attorney.

Does Nevada Require Articles of Incorporation?

Yes. To form a new corporation in Nevada you must file articles of incorporation and pay the required filing fees.

Nevada Articles of Incorporation Example

[Your Company Name]

ARTICLES OF INCORPORATION

OF

[YOUR COMPANY NAME]

A Nevada For-Profit Corporation

I. NAME

The name of this corporation is [Your Company Name].

II. PURPOSE

The purpose for which this corporation is organized is to engage in any lawful act or activity for which a corporation may be organized under the Nevada Revised Statutes (NRS).

III. AUTHORIZED SHARES

This corporation is authorized to issue two classes of shares designated as "Common Stock" and "Preferred Stock." The total number of shares that this corporation is authorized to issue is [Total Number of Shares], of which [Number of Common Shares] shall be Common Stock, and [Number of Preferred Shares] shall be Preferred Stock.

A. Common Stock

1. Voting Rights: Each holder of Common Stock shall be entitled to one vote for each share of Common Stock held on all matters submitted to a vote of shareholders.

B. Preferred Stock

1. The Preferred Stock may be issued in one or more series, each with such designation, rights, preferences, and limitations as the Board of Directors may determine by resolution. The Board of Directors is expressly granted the authority to determine and alter the rights, preferences, privileges, and restrictions granted to or imposed upon any wholly unissued series of Preferred Stock.

IV. REGISTERED OFFICE AND AGENT

The address of the initial registered office of this corporation in the State of Nevada is:

[Registered Office Street Address] [City, State, Zip Code]

The name of its initial registered agent at that address is [Registered Agent's Name].

V. INCORPORATOR

The name and address of the incorporator are:

[Incorporator's Name] [Incorporator's Street Address] [City, State, Zip Code]

VI. DIRECTORS

The number of directors constituting the initial board of directors is [Number of Directors], and the names and addresses of the persons who are to serve as the initial directors are:

[Director 1's Name] [Director 1's Street Address] [City, State, Zip Code]

[Director 2's Name] [Director 2's Street Address] [City, State, Zip Code]

[Additional Directors, if applicable]

IN WITNESS WHEREOF, the undersigned, being the incorporator hereinbefore named, has executed these Articles of Incorporation on this [Day] day of [Month], [Year].

[Incorporator's Name]

[Note: This is a basic example of Articles of Incorporation for a for-profit business in Nevada. Depending on the specific circumstances and requirements of your company, additional provisions may need to be included. It is always recommended to consult with an attorney or other qualified professional to ensure your Articles of Incorporation comply with all applicable laws and regulations.]

How Do I Fill Out Articles of Incorporation in Nevada?

The easiest way to fill out Nevada articles of incorporation is online through Nevada’s business portal, SilverFlume. You will need to register to create a business portal profile to use this option.

If you choose to draft your own articles of incorporation, they must follow the requirements laid out in Nevada Statute 78.035. This law requires articles of incorporation to include the following information:

• Corporate name. A corporation name in Nevada cannot appear to be the name of a person and you cannot use initials unless you include additional word or words such as “Incorporated,” “Limited,” “Inc.,” “Ltd.,” “Company,” “Co.,” “Corporation,” “Corp.,” or other word which identifies it as not being a person.
• Registered Agent. A registered agent is the person designated to receive legal documents on behalf of the corporation. A resident agent must have a physical address in Nevada.
• Shares. The number of shares the corporation is authorized to issue. If more than one class or series of stock is authorized, the classes, the series and the number of shares of each class or series must be listed. All corporations must authorize stock.
• Board of Directors. The names and addresses of all directors and any provisions that address how to change the number of directors.
• Incorporators. The names and addresses of all incorporators who are drafting and filing the articles of incorporation. Some businesses use a filing attorney while other owners draft this document on their own. There can be more than one incorporator.
• Signatures. All incorporators must sign the articles of incorporation.

Depending on your business, you may need to include additional articles and information about the corporation. Nevada laws provide options for additional provisions pertaining to management, corporation conduct, the rights and powers of directors, and how profits will be distributed.

If you are unsure whether you must provide additional business information, you should consult with a business lawyer. A lawyer can help you determine what provisions should be included in your articles of incorporation and ensure that your articles abide by all state laws.

Relevant Laws

• NRS 78.030. Filing requirements; prohibition against establishment of corporation for certain illegal purposes.
• NRS 78.035. Articles of incorporation: Required provisions.
• NRS 78.037. Articles of incorporation: Optional provisions.
• NRS 78.115. Board of directors: Number and qualifications.
• NRS 78.150. Filing requirements; fees; powers and duties of Secretary of State; regulations.