Short Certificate Of Incorporation Template for United States

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Key Requirements PROMPT example:

Short Certificate Of Incorporation

"I need a Short Certificate of Incorporation for a Delaware-based technology startup with 10 million authorized shares of common stock, planning to launch in March 2025 with three initial directors."

Document background
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.
Suggested Sections

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

Optional Sections

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

Suggested Schedules

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

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

State Corporation Laws: Primary state-level legislation governing corporate formation, such as Delaware General Corporation Law or other state-specific corporation statutes. Each state has unique requirements and forms.

Internal Revenue Code: Federal tax legislation that sets requirements for corporate structure and tax obligations for newly formed corporations.

Securities Act of 1933: Federal law governing the issuance of corporate stocks and securities, relevant if the corporation plans to issue shares.

Securities Exchange Act of 1934: Federal law regulating secondary trading of securities and establishing reporting requirements for corporations.

State Secretary of State Requirements: State-specific filing requirements and procedures for incorporating a business entity with the Secretary of State's office.

Corporate Naming Regulations: State-specific rules governing corporate name selection, availability, and restrictions.

Registered Agent Requirements: Legal requirements for maintaining a registered agent and office in the state of incorporation for service of process.

Corporate Share Authorization Rules: Regulations governing the authorization and structuring of corporate shares, including number and types of shares.

Director and Incorporator Requirements: Legal requirements regarding initial directors and incorporator information in the formation documents.

State Filing Fee Schedule: Schedule of mandatory fees and costs associated with filing incorporation documents in the chosen state.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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