1 / 134

Articles of Incorporation

Articles of Incorporation. Corporation Formation.

Download Presentation

Articles of Incorporation

An Image/Link below is provided (as is) to download presentation Download Policy: Content on the Website is provided to you AS IS for your information and personal use and may not be sold / licensed / shared on other websites without getting consent from its author. Content is provided to you AS IS for your information and personal use only. Download presentation by click this link. While downloading, if for some reason you are not able to download a presentation, the publisher may have deleted the file from their server. During download, if you can't get a presentation, the file might be deleted by the publisher.

E N D

Presentation Transcript


  1. Articles of Incorporation https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  2. Corporation Formation • Generally, a corporation files articles of incorporation with the government, laying out the general nature of the corporation, the amount of stock it is authorized to issue, and the names and addresses of directors. Once the articles are approved, the corporation's directors meet to create bylaws that govern the internal functions of the corporation, such as meeting procedures and officer positions. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  3. Subsidiary • An operating subsidiary is a business term constantly used within the United States railroad industry. In the case of a railroad, it refers to a company that is a subsidiary but operates with its own identity, locomotives and rolling stock. In contrast, a non-operating subsidiary would exist on paper only (i.e. stocks, bonds, articles of incorporation) and would use the identity and rolling stock of the parent company. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  4. Types of business entity - State, Territory or Commonwealth incorporated • Oregon For private corporations it shall contain one or more of the words “corporation,” “incorporated,” “company” or “limited” or an abbreviation of one or more of those words; shall not contain the word “cooperative.” For non-profit corporations there is no specific requirement except the name cannot imply a purpose not dictated in its articles of incorporation and cannot contain the word "cooperative" or the phrase "limited partnership." Oregon Revised Statutes 60.094 for Private Corporations; ORS 65.094 for Non-Profit corporations https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  5. Private foundation - Description • Provisions for the amendment of the statutes or articles of incorporation https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  6. OCLC - History • The group first met on July 5, 1967 on the campus of The Ohio State University to sign the articles of incorporation for the nonprofit organization https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  7. Non-profit organization - Functions • * Provisions for the amendment of the statutes or articles of incorporation. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  8. Non-profit organization - Formation and structure • In the United States, nonprofit organizations are formed by filing bylaws and/or articles of incorporation in the state in which they expect to operate. The act of incorporating creates a legal entity enabling the organization to be treated as a corporation by law and to enter into business dealings, form contracts, and own property as any other individual or for-profit corporation may do. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  9. Non-profit organization - Canada • Other provinces (such as Alberta) permit incorporation as of right, by the filing of Articles of Incorporation or Articles of Association. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  10. Non-profit organization - Canada • It allows for incorporation as of right, by Articles of Incorporation; does away with the ultra vires doctrine for nonprofits; establishes them as legal persons; and substantially updates the governance provisions for nonprofits https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  11. Series B - Stages in a venture round • :*Amended and restated articles of incorporation — formalize issues like authorization and classes of shares and certain investor protections https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  12. Ageism - Advocacy campaigns • The National Youth Rights Association started in 1998 to promote awareness of the legal and human rights of young people in the United States,National Youth Rights Association (2001).[http://www.youthrights.org/docs/nyraarticlesofinc.pdf] National Youth Rights Association Articles of Incorporation (Partial) and the Freechild Project was formed in 2001 to identify, unify and promote diverse opportunities for youth engagement in social change by fighting Ageism. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  13. Certificate of incorporation - Commonwealth systems • The certificate of incorporation, or articles of incorporation, form a major constituent part of the constitutional documents of the corporation https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  14. Joint venture - Company incorporation • A Certificate of Incorporation or the Articles of Incorporation is a document required to form a corporation in the US (in actuality, the State where it is incorporated) and in countries following the practice. In the US, the 'constitution' is a single document. The Articles of Incorporation is again a regulation of the Directors by the stock-holders in a company. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  15. 501(c)(3) - Obtaining status • Unlike for-profit corporations that benefit from broad and general purposes, non profit organizations need to be limited in powers to function with tax exempt status, but a non profit corporation is by default not limited in powers until it specifically limits itself in the articles of incorporation and/or nonprofit corporate bylaws https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  16. Immortalist Society • On October 20, 1985, the Articles of Incorporation were amended once more to change the name to Immortalist Society. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  17. Alcor Foundation - History • In 1977, articles of incorporation were filed in Indianapolis by the Institute for Advanced Biological Studies (IABS) and Soma, Inc https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  18. Identity theft - Identity protection by organizations • * Failure of governments, when registering sole proprietorships, partnerships, and corporations, to determine if the officers listed in the Articles of Incorporation are who they say they are. This potentially allows criminals access to personal information through credit rating and data mining services. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  19. Trust law - Overview • This is particularly evident in the Delaware business trust, which could theoretically, with the language in the Articles of Incorporation|governing instrument, be organized as a cooperative corporation, limited liability corporation, or perhaps even a nonprofit corporation, although traditionally the Massachusetts business trust has been commonly used https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  20. Insurance - Insurance companies • Most states require that excess line insurers submit financial information, articles of incorporation, a list of officers, and other general information https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  21. High-occupancy vehicle lane - Compliance, enforcement and avoidance • In January 2013, a motorist tried to claim that the Articles of Incorporation of his business – which had been placed unbuckled on the driver’s seat, constituted a person, citing the principle of corporate personhood and California's state Vehicle Code, which defines a person as “natural persons and corporations.” This argument was subsequently rejected in Traffic court, which commented that Common sense says carrying a sheath of papers in the front seat does not relieve traffic congestion. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  22. Mormon Times - The Deseret News Publishing Company • Its articles of incorporation, filed with the Salt Lake County Clerk, provided for 500 shares of stock, all retained by the Church (with the exception of the qualifying directors' shares). https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  23. Triple bottom line - Legislation • Some businesses have voluntarily adopted a triple bottom line as part of their articles of incorporation or bylaws, and some have advocated for state laws creating a Sustainable Corporation that would grant triple bottom line businesses benefits such as tax breaks. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  24. California Bluegrass Association • The Articles of Incorporation further state that the organization is formed to promote, encourage, foster, and cultivate the preservation, appreciation, understanding, enjoyment, support, and performance of American roots music|traditional instrumental and vocal music of the United States. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  25. Companies' Creditors Arrangement Act - Approval of the compromise or arrangement • Negotiated compromises and arrangements may deal with any matter, including claims against directors and amendments to the articles of incorporation or letters patent incorporating the company. When they have been approved by each participating class of creditors (by a two-thirds vote by value of the claims involved) the court may then approve it, and it will be binding on all persons, including trustees in bankruptcy. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  26. California State Students Association - Member organizations • * Associated Students, California State University, Bakersfield, Inc.[http://www.csub.edu/asi/index.html Associated Students, California State University, Bakersfield, Inc.] was originally organized as an unincorporated association named [http://www.csub.edu/ASI/files/governing_articles.doc Associated Students, California State College, Bakersfield.] It later changed its status from an unincorporated association to a [http://www.leginfo.ca.gov/cgi-bin/displaycode?section=corpgroup=05001-06000file=5110-5111 California Nonprofit Public Benefit Corporation] in accordance with [http://www.leginfo.ca.gov/cgi-bin/displaycode?section=corpgroup=05001-06000file=5120-5122 California Corporations Code Section 5121.] Its articles of incorporation were filed on December 21, 1987 https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  27. California State Students Association - Member organizations • * Associated Students, Chico|Associated Students of California State University, Chico[http://www.aschico.com/ Associated Students of California State University, Chico] was incorporated on March 20, 1942. Its [http://www.aschico.com/images/cms/211_11_AS_Articles_of_Incorp.pdf Restated Articles of Incorporation] were filed on October 2, 1990. — (California State University, Chico) https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  28. Limited company - Canada • In Canada, a person wishing to register a limited company must file Articles of Incorporation with either their provincial government or the federal government.[http://www.bdc-canada.com bdc-canada.com] https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  29. Telcordia Technologies - History • The company was created on October 20, 1983, as 'Central Services Organization, Inc.'[http://assignments.uspto.gov/assignments/assignment-tm-1931-0213.pdf Restated Articles of incorporation of Bell Communications Research, Inc.] as part of the 1982 Modification of Final Judgment that broke up the Bell System https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  30. Philippine Christian University - History • On January 11, 1947, the Articles of Incorporation was registered with the Securities and Exchange Commission. The original name of the institution was Manila Union University; this was later changed to Philippine Christian College. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  31. Everett, Washington - History • On November 19, 1890, the Articles of Incorporation for the Everett Land Company were filed, with Henry Hewitt Jr. as president. On November 26, 1890, the Rucker Brothers transferred of property on the Everett peninsula to Hewitt. Three days later, The Remarkable Document was drafted, setting the terms by which the Rucker Brothers would donate half their remaining holdings to Hewitt in exchange for promises of specific development. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  32. Charitable organization - Federal tax relief • These include the organization being organized as a corporation, trust, or unincorporated association, and the organization’s organizing document (such as the articles of incorporation, trust documents, or articles of association) must limit its purposes to being charitable, and permanently dedicate its assets to charitable purposes https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  33. Statutory auditor - Japanese usage • A kabushiki kaisha must have at least one statutory auditor, unless the transfer of shares is restricted in the articles of incorporation https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  34. Articles of Association (law) • In corporate governance, a company's 'articles of association' (called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where the memorandum exists) form the company's constitution, defines the responsibilities of the directors, the kind of business to be undertaken, and the means by which the shareholders exert control over the board of directors. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  35. Articles of Association (law) - Other countries • The term 'articles of association' of a company, or ' articles of incorporation', of an American or Canadian Company, are often simply referred to as 'articles' (and are often capitalized as an abbreviation for the full term) https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  36. Joint-stock companies - United States • Corporations are created by filing the requisite documents with a particular state government. The process is called “incorporation,” referring to the abstract concept of clothing the entity with a veil of artificial personhood (embodying, or “corporating” it, ‘corpus’ being the Latin word for ‘body’). Only certain corporations, including banks, are chartered. Others simply file their articles of incorporation with the state government as part of a registration process. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  37. Bylaws - Corporate bylaws • Corporate and organizational bylaws regulate only the organization to which they apply and are generally concerned with the operation of the organization, setting out the form, manner or procedure in which a company or organisation should be run. Corporate bylaws are drafted by a corporation's founders or directors under the authority of its Charter or Articles of Incorporation. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  38. Non-stock corporation - Types • A company can always switch from stock to non-stock and vice-versa at any time, usually by paying a small fee to change the articles of incorporation, and potentially a stock fee if the corporation changes from non-stock to stock https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  39. Non-stock corporation - Types • Note this fee is in addition to the fee charged for the yearly renewal of articles of incorporation|the corporation's charter. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  40. AFL-CIO - Allied groups • Others, like American Rights at Work, are independent in name only; they are nonprofit, nonpartisan organizations with their own articles of incorporation, charter, governance structure, etc., but are funded largely by the AFL–CIO, and their boards are dominated by its directors https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  41. Law school - Taiwan • Once a non-citizen is approved to practice law in Taiwan, he or she must abide by all statutes related to the legal practice, Codes of Legal Ethics, and the Articles of Incorporation of the Bar Association to which they are members.[http://law.moj.gov.tw/Eng/LawClass/LawAll.aspx?PCode=I0020006 Attorney Regulation Act, Article 46] https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  42. Western Governors University - History • In January 1997, 13 governors were on hand to sign the articles of incorporation formally beginning the new university. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  43. Institut der Wirtschaftsprüfer in Deutschland • In accordance with its Articles of Incorporation, the IDW does not operate as a commercial business and is a not-for-profit organisation https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  44. Philippine Institute of Certified Public Accountants - Aims • # To develop a treaty of friendship among its members.[http://www.picpa.com.ph/About-PICPA/Sec-Articles.aspx PICPA Articles of Incorporation dated April 25, 1947], as amended in 1996 https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  45. Ultra vires - Corporate law • In corporate law, ultra vires describes acts attempted by a corporation that are beyond the scope of powers granted by the corporation's objects clause, articles of incorporation or in a clause in its Bylaws, in the laws authorizing a corporation's formation, or similar founding documents. Acts attempted by a corporation that are beyond the scope of its charter are void (law)|void or voidable. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  46. Articles of incorporation • The Articles of Incorporation (sometimes also referred to as the Certificate of Incorporation or the Corporate Charter) are the primary rules governing the management of a corporation in the United States and Canada, and are filed with a state or other regulatory agency. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  47. Kabushiki gaisha - Formation • Additionally, the articles of incorporation must contain the following if applicable: https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  48. Kabushiki gaisha - Formation • Other matters may also be included, such as limits on the number of directors and auditors. The Corporation Code allows a K.K. to be formed as a , or a (so-called) , in which case the board of directors must approve any transfer of shares between shareholders; this designation must be made in the articles of incorporation. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  49. Kabushiki gaisha - Receipt of capital • In a direct incorporation, each incorporator receives a specified amount of stock as designated in the articles of incorporation. Each incorporator must then promptly pay its share of the starting capital of the company, and if no directors have been designated in the articles of incorporation, meet to determine the initial directors and other officers. https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

  50. Dominican University of California - Early history • In 1890 the Congregation of the Most Holy Name, under the auspices of Mother O’Donnell, filed Articles of Incorporation with the Secretary of State of California https://store.theartofservice.com/the-articles-of-incorporation-toolkit.html

More Related