Articles of Incorporation

Articles of incorporation are legal documents you file with the state to create a corporation. They provide the basic information the state needs to legally recognize your business entity.

What are articles of incorporation?

Articles of incorporation, also known as a corporate charter, are the documents you submit to the Secretary of State to legally form a corporation. (A corporation is a separate legal entity from its owners and offers limited personal liability protection.) They apply to anyone starting a corporation, including for-profit businesses and nonprofits.

Filing articles of incorporation is an important step because it officially creates your corporation under state law. You can usually file them online, by mail, or in person. Filing fees can vary from tens of dollars to a few hundred dollars, depending on your state.

While the rules vary depending on where you’re filing articles, the incorporation form typically includes the following: 

• The name and business address of the corporation
• The name and address of the registered agent (every state requires businesses to have a registered agent)
• The type of corporate structure (like for-profit, nonprofit, or foreign corporation)
• The number and type of authorized shares
• The name, signature, and address of the incorporator

Some states also ask for the purpose of the business, which can be a broad statement like “to engage in lawful business.” Others might ask for the business’s expected duration or require the names and addresses of the corporation's initial directors.

After filing articles of incorporation, there are a few more steps to take. You’ll need to adopt bylaws, appoint officers, and apply for any permits or business licenses. It’s also smart to get an employer identification number (EIN) from the IRS so you can open a business bank account. Keeping your personal assets separate can strengthen your liability protection.

FAQs

Does an LLC need to file articles of incorporation?

No, an LLC does not file articles of incorporation because it’s not a corporation. Instead, it files articles of organization. The two legal documents are similar, but it’s important to file the right one for your business entity.

Does a 501(c)(3) need articles of incorporation?

Yes, a 501(c)(3) must file articles of incorporation to be legally recognized as a nonprofit corporation by the state. They cannot get tax-exempt status under the Internal Revenue Code without filing articles.

Are articles of incorporation the same as an EIN?

No, articles of incorporation and an employer identification number (EIN) serve different purposes. Filing articles creates your corporation with the state, while the EIN is a federal tax ID number used to handle taxes and open a business bank account.

Is a business license the same as articles of incorporation?

No, a business license gives you permission to legally operate in a specific city, county, or state. Articles of incorporation are formal documents filed to create your corporation and are part of the business formation process, not the operational side.