Article Guide
The New York Certificate of Incorporation serves as a foundational document for establishing a corporation in the state. This form is specifically designed for individuals looking to create a business entity under New York's Business Corporation Law. It requires essential information, such as the proposed corporate name, the purpose of the corporation, and the location of its office within the state. Additionally, the form outlines the authority to issue shares, specifying that the corporation can issue 200 common shares without par value. An important aspect of this certificate is the designation of the Secretary of State as the agent for service of process, ensuring that legal documents can be properly served. The incorporator, who must be a natural person, is responsible for signing the document and providing their contact information. While the form is provided by the New York State Department of State, it is worth noting that individuals have the option to draft their own version or utilize forms available in legal stationery stores. The filing fee is set at $125, and it is recommended that legal documents be prepared with the assistance of an attorney to ensure compliance with all necessary regulations.
Preview - New York Certificate Form
New York State
Department of State
DIVISION OF CORPORATIONS,
STATE RECORDS AND
UNIFORM COMMERCIAL CODE
One Commerce Plaza
99 Washington Ave.
Albany, NY
www.dos.ny.gov
CERTIFICATE OF INCORPORATION
OF
(Insert Corporate Name)
Under Section 402 of the Business Corporation Law
FIRST: The name of the corporation is:
.
SECOND: The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the Business Corporation Law. The corporation is not formed to engage in any act or activity requiring the consent or approval of any state official, department, board, agency or other body without such consent or approval first being obtained.
THIRD: The county, within this state, in which the office of the corporation is to be located
is: |
|
. |
FOURTH: The corporation shall have authority to issue one class of shares consisting of 200 common shares without par value.
FIFTH: The Secretary of State is designated as agent of the corporation upon whom process against the corporation may be served. The address to which the Secretary of State shall mail a copy of any process accepted on behalf of the corporation is:
|
X |
|
(Print or Type Name of Incorporator) |
|
(Signature of Incorporator) |
(Address of Incorporator)
(City, State, Zip Code)
Page 1 of 2 |
CERTIFICATE OF INCORPORATION
OF
(Insert Corporate Name)
Under Section 402 of the Business Corporation Law
Filer’s Name and Mailing Address:
Name:
Company, if Applicable:
Mailing Address:
City, State and Zip Code:
Notes:
1.This form was prepared by the New York State Department of State for filing a certificate of incorporation for a business corporation. It does not contain all optional provisions under the law. You are not required to use this form. You may draft your own form or use forms available at legal stationery stores.
2.The Department of State recommends that legal documents be prepared under the guidance of an attorney.
3.The fee for filing a certificate of incorporation is $125. Checks should be made payable to the Department of State.
4.The incorporator must be a natural person, not a corporation or other business entity.
5.The filer may not be the corporation being formed.
For DOS use only
Page 2 of 2 |
Form Characteristics
| Fact Name | Details |
|---|---|
| Governing Law | This certificate is governed by Section 402 of the New York Business Corporation Law. |
| Purpose of the Corporation | The corporation may engage in any lawful act or activity permitted under the Business Corporation Law. |
| Location Requirement | The office of the corporation must be located in a specific county within New York State. |
| Share Structure | The corporation is authorized to issue one class of shares, consisting of 200 common shares without par value. |
| Agent for Service | The Secretary of State is designated as the agent upon whom process against the corporation may be served. |
| Filing Fee | The fee for filing a Certificate of Incorporation is $125, payable to the Department of State. |
| Incorporator Requirement | The incorporator must be a natural person, not a corporation or other business entity. |
| Filer Restrictions | The filer of the certificate cannot be the corporation that is being formed. |
| Legal Guidance | The Department of State recommends that legal documents be prepared with the assistance of an attorney. |
| Optional Provisions | This form does not include all optional provisions available under the law; alternative forms may be used. |
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