New York Articles of Incorporation (For Profit Corporation)
In New York, your Articles will appear on a document called the Certificate of Incorporation. Certain information must be provided in these Articles; feel free to review our sample Articles below.
Certificate of Incorporation
of
____________________________ (company name)
The undersigned, for the purpose of forming a corporation under Section 402 of the Business Corporation Law, hereby certify:
1. The name of the corporation is _________________________.
2. The purpose or purposes for which it is formed are ______________________.
3. The city, incorporated village or town and county within state, in which the office of the corporation is to be located is ______________________.
4. The aggregate number of shares which the corporation shall have authority to issue is _________. If such shares are to consist of one class only, the par value of the shares is _________[or a statement that the shares are without par value]. If the shares are to be divided into classes, the number of shares of each class and the par value of the shares of each class are _________[or a statement that such shares are without par value].
5. If the shares are to be divided into classes, the designation of each class and a statement of the relative rights, preferences and limitations of the shares of each class are _________.
6. If the shares of any preferred class are to be issued in series, the designation of each series and a statement of the variations in the relative rights, preferences and limitations as between series insofar as the same are to be fixed in the certificate of incorporation, and a statement of any authority to be vested in the board to establish and designate series and to fix the variations in the relative rights, preferences and limitations as between series, follow: _________.
7. The secretary of state is designated as agent of the corporation upon whom process may be served; and the post-office address within or without the state to which the secretary of state shall mail a copy of any process against it served upon him is _________.
8. If the corporation is to have a registered agent, his name and address within the state are _________; and he is to be the agent of the corporation upon whom process against it may be served.
9. The duration of the corporation [if other than perpetual] is _________.
10. [The certificate of incorporation may set forth any provision, not inconsistent with the Business Corporation Law or any other statute of this state, relative to the business of the corporation, its officers, its rights or powers, or the rights or powers of its shareholders, directors or officers, including any provision relating to matters which under the Business Corporation Law are required or permitted to be set forth in the bylaws. It is not necessary to set forth in the certificate of incorporation any of the powers enumerated in the Business Corporation Law.]
[Signatures of each incorporator with his name and address stated beneath or opposite his signature.]
[Acknowledgment]
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