All jurisdictions have statutes enabling qualified persons to form corporations for certain purposes by following specified procedures. The proper form and necessary content of articles of incorporation depend largely on the requirements of the several state statutes, which in many instances designate the appropriate form and content. Thus, while the articles must stay within the limitations imposed by the various statutes and by the policies and interpretations of the responsible state officials and agencies, the articles may usually be drafted so as to fit the business needs of the proposed corporation. In many states, official forms are provided; in some of these jurisdictions, use of such forms is mandatory. Although in some jurisdictions, the secretary of state's printed forms are not required to be used, it is wise to use the language found in the forms since much of the language found in them is required.
This form is baser on the Revised Model Business Corporation Act.
The North Carolina Articles of Incorporation is a legal document that must be filed with the Secretary of State in order to formally establish a corporation in the state of North Carolina. It sets forth the fundamental details of the corporation including its name, purpose, registered agent, and structure. These articles are crucial as they serve as the foundation for the corporation's existence and operations. Incorporating a business in North Carolina requires careful consideration and adherence to specific guidelines outlined by the state. The key elements included in the North Carolina Articles of Incorporation are: 1. Name of the Corporation: The chosen name of the corporation must be unique and not already in use by another business entity in North Carolina. It should also contain a corporate designator like "Inc.," "Corp.," or "Ltd." 2. Registered Agent: A registered agent is a person or entity designated to receive legal and official documents on behalf of the corporation. The registered agent must have a physical address within North Carolina. 3. Purpose of the Corporation: This section outlines the main objectives and activities the corporation will engage in. It can be broad or specific, depending on the nature of the business, but it should be lawful under North Carolina law. 4. Shares and Capital Structure: Corporations issue shares of stock and must specify the number and types of shares they are authorized to issue, such as common or preferred stock. This section may also include provisions related to voting rights and dividends. 5. Directors and Officers: The names and addresses of the initial directors and officers of the corporation should be listed. The roles and responsibilities of these individuals may also be briefly described. 6. Incorporated(s): The person(s) or entity responsible for filing the Articles of Incorporation are known as incorporates. Their names and addresses should be included. 7. Duration of the Corporation: The Articles of Incorporation should state whether the corporation has a specific duration or will continue perpetually. In addition to the general requirements, North Carolina offers several types of Articles of Incorporation to accommodate different business structures. These variations include Nonprofit Corporation Articles of Incorporation, Professional Corporation Articles of Incorporation, Close Corporation Articles of Incorporation, and Benefit Corporation Articles of Incorporation. Each type has specific provisions tailored to the respective business purpose and structure. Understanding the North Carolina Articles of Incorporation and complying with the state's regulations is essential to successfully establish and maintain a corporation in the state. It is advisable to seek legal or professional assistance when drafting and submitting these important documents to ensure accuracy and proper compliance with state laws.
