At Prestige Auditors, we believe in the education of our clients. A lot of terms are tossed around when it comes to business formation and setting up an eCommerce business, and Articles of Incorporation, sometimes referred to as AOIs, is one of them. Let’s see what this document actually is:
The Article of Incorporation contains information on your new for-profit company, as required by the state where you are going to set your business. This document can also be known as a certificate of incorporation, corporate charter, or certificate of formation. If you are operating out of California, for example, your Article of Incorporation must be issued from the same state. This applies to both physical stores, and eCommerce businesses.
This section includes information on your corporate name, appropriate entity identifiers such as Co. or Inc. It is better, first of all, to check the name of your corporation to ensure that your name is unique and has not been used by another person/entity.
Here you have to provide the address of the corporation’s office within the state of incorporation. Do not submit any other addresses, as this may cause issues in the long run.
Mail Address of Corporation
If you want to receive your mail from a separate address, not from a physical address, you can just mention another address for receiving your mail and everything will be forwarded to that location.
First of all, keep in mind that this section applies to corporations that were formed only in Arizona, California, Delaware, Georgia, Illinois, Kansas, Maryland, Missouri, Montana, Nevada, Rhode Island, South Carolina, Texas, Vermont, Wisconsin, and Wyoming. You can choose from three types of corporations; Standard, General, and Close Corporation. Compared to Standard and General types, Close Corporation can operate with fewer formalities, but at the same time, it has some limitations, such as restrictions on the number of shareholders, and restrictions in the transferring of stock.
Here you have to describe the activities, which can change at a later date. You can also add a specific business purpose.
Registered Agent: Name, Address, and Consent
A registered agent is an individual who is responsible for ensuring communication between the state and the corporation, by receiving and forwarding legal documentation, lawsuits, or demands.
Along with your mail address, it is better to include an electronic address.
Each share is a unit of ownership in a corporation. Shareholders have the same rights, privileges, and restrictions.
Feed Based on Share Number in the Select States
Completing the authorized shares, the corporation should be aware that the minimum franchise tax is 20,000 shares. If the corporation wants to issue more than 20,000 shares, it must pay a franchise tax.
Here you have to provide information on each initial director. Most of the directors prefer to use their business address instead of residential addresses, for privacy purposes. Do not provide your social security number or other private information.
Director and Officer Liability
By forming for-profit cooperation, you automatically get liability protection. Both the Director and the Officer are not responsible for monetary loss, even if their business decision fails. You may choose your own liability protection for the director and the officer and enter your restrictions.
Here you can add any information; however, keep in mind to stay away from long and complicated sentences; your document should be informative and concise at the same time.
If you decide to start your e-commerce business and do not know where to begin, Prestige Auditors is ready to help you in preparing files, verifying the truth and accuracy of the documents, and every other step of the process. We can also indicate the most suitable corporation type and give you an attorney’s consultation. For more information on corporation types, visit this blog.