A document filed with a U.S. state to legally create a corporation, outlining key details like the company name, address, registered agent, and initial stock structure.
What are the Articles of Incorporation?
Articles of Incorporation are the official documents that legally establish a corporation in a U.S. state. Filing this document with the appropriate state authority (usually the Secretary of State) is what brings a corporation into existence in the eyes of the law. The articles typically include the corporation’s name, its principal office address, the purpose of the corporation (often a broad statement like “to engage in any lawful business”), the number of shares authorized (and sometimes the par value of those shares), the name and address of the registered agent in the state, and the name of the incorporator (the person filing the document). Once approved by the state, your corporation is officially formed and can begin operating as a separate legal entity. The corporation is officially formed as of the filing date and time stamped by the state.
For non-U.S. founders, the Articles of Incorporation are a crucial document. You’ll use it to obtain an EIN, open U.S. bank accounts, and prove your company’s legitimacy to partners or platforms (like Amazon or Stripe). It’s worth noting that LLCs have a similar document called “Articles of Organization” (see that term), and some states use different terminology (e.g., in Delaware it’s “Certificate of Incorporation/Formation”). Essentially, this is the first legal step in creating your corporation. Once you have this filed, you’ll typically follow up with internal documents like Bylaws and initial resolutions, but those are not filed with the state. Keep the filed Articles safely; you may need certified copies or apostilles of it for various purposes (as discussed under “Apostille”).