Articles of Formation represent the primary documentation required when establishing a new business entity in the United States. These documents must be filed with the appropriate state authority and typically include crucial information about the company's structure, management, and operations. The Articles of Formation serve as the foundation for the company's legal existence and outline key aspects such as ownership, registered agent designation, and basic operational framework. This document is essential for creating limited liability protection and establishing the entity's legal standing within its jurisdiction.
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1. Article I: Name and Principal Office: Legal name of the entity and primary business location
2. Article II: Registered Agent: Designation of registered agent and registered office address
3. Article III: Purpose: Statement of business purpose and permitted activities
4. Article IV: Duration: Period of existence (perpetual or specific term)
5. Article V: Management Structure: Basic management framework and authority
1. Article VI: Capital Structure: Share structure and classes for corporations - only required for corporations, not for LLCs
2. Article VII: Initial Directors: Names and addresses of initial board members - used when incorporating with immediate board appointment
3. Article VIII: Indemnification: Provisions for officer/director indemnification - used when additional liability protection is desired
1. Schedule A: Incorporators: List of initial incorporators with signatures
2. Schedule B: Initial Members/Shareholders: List of initial owners and their interests
3. Schedule C: Contribution Schedule: Details of initial capital contributions
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