The Short Certificate of Incorporation is a fundamental document required when establishing a corporation in the United States. It must be filed with the appropriate state authority (typically the Secretary of State) to legally create a corporation. This document contains essential information about the corporation including its name, registered agent, corporate purpose, and share structure. It's typically used when forming a new business entity that requires the benefits and protections of corporate status, such as limited liability and the ability to issue stock. The specific requirements vary by state but generally follow similar patterns across U.S. jurisdictions.
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1. Article I - Corporate Name: Legal name of the corporation including state-required designators (e.g., Inc., Corp.)
2. Article II - Registered Office and Agent: Physical address of the registered office and details of the registered agent in the state of incorporation
3. Article III - Corporate Purpose: Statement of corporate purpose and permitted business activities
4. Article IV - Authorized Shares: Number and classes of shares the corporation is authorized to issue, including par value if applicable
5. Article V - Incorporator: Name and address of the person(s) forming the corporation
1. Article VI - Board of Directors: Names and addresses of initial directors, if known at time of incorporation
2. Article VII - Additional Provisions: Special provisions for corporate governance, restrictions, or other specific requirements
1. Schedule A - Initial Shareholders: List of initial shareholders and their respective shareholdings
2. Schedule B - Share Transfer Restrictions: Specific restrictions or requirements regarding the transfer of shares
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