Dinn, Hochman & Potter, LLC

What must be include in the Articles of Incorporation?

According to Ohio law, anyone as an individual or jointly may form a corporation in the state, but they must get a license from the Ohio Secretary of State to be able to operate in the state. Before doing business, Original Articles of Incorporation must be filed, and the documents must contain a variety of information, including the name of the corporation, which must indicate that the business is a corporation and must name its location. A Statutory Agent must also be named. The Statutory Agent is the person responsible for accepting and passing on information related to legal processes and notices.

The Articles of Incorporation must also state the number, classification and value of stock, if there is any. Further, if the corporation has initial stated capital, the amount must be provided.

In addition to mandatory information, articles may also list the names of the people selected to be the initial directors, the reason for the formation of the company and provisions related to the corporation's regulations or the intended length of its existence. If no purpose for formation is given, it is assumed to be to engage in any lawful act allowed; if no duration of existence is given, it is assumed to be perpetual.

The process of incorporation through the state of Ohio may appear to be fairly simple, but businesses of all sizes must comply with a variety of state and federal laws. Failure to follow and understand regulations can lead to financial and legal problems, but a business and commercial law attorney may be able to explain what laws apply to a business and how to meet government requirements.

Source: Ohio Secretary of State Business Services Division, "Starting a Corporation in Ohio", October 22, 2014

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