ARTICLES OF INCORPORATION

Contact Neufeld Legal PC for your incorporation legal work at 403-400-4092 / 905-616-8864 or Chris@NeufeldLegal.com

The Articles of Incorporation are the foundational legal document that serves to establish a business as a corporation. When the Articles of Incorporation are filed with the appropriate government  authority (federal or provincial corporation registry), it officially creates the corporation as a separate legal entity from its owners (shareholders).

While the exact requirements vary by incorporating jurisdiction, Articles of Incorporation typically include:

• Corporate Name: The official legal name of the business (which may either be a named company or a numbered company).

• Purpose: The intended purpose or nature of the corporation's business activities.

• Share Structure: Details on the classes of shares the corporation is authorized to issue, the number of shares, and the rights and privileges attached to each class (e.g., voting rights, dividend rights).

• Registered Office/Address: The official physical location for legal and government correspondence.

• Directors/Incorporators: The names and addresses of the initial directors who will govern the corporation and the incorporators who file the document.

• Registered Agent: The name and address of the person or entity authorized to receive legal documents on the corporation's behalf.

• Business Restrictions: Any limits on the types of business activities the corporation can conduct (often stated as "none" for flexibility).

The Articles of Incorporation are crucial because they unlock the primary benefits of the corporate structure and lay the foundation for the business's operation.

• Legal Existence and Formalization: They officially bring the corporation into legal existence, granting it the right to operate, own property, enter into contracts, and handle legal matters as its own entity.

• Limited Liability Protection: This is one of the most significant benefits. By creating a separate legal entity, the Articles establish a boundary between the business and the owners. This generally protects the owners' personal assets from the corporation's business debts and liabilities.

• Ability to Raise Capital: The Articles formalize the share structure, which allows the corporation to issue stock to investors. This is a critical step for raising capital and growing the business.

• Name Protection: Once incorporated, the business name is typically protected within that jurisdiction, preventing other corporations from using the exact same name.

• Credibility and Professionalism: Being a formally incorporated business, often indicated by a legal ending like "Inc.," "Ltd.," or "Corp.," enhances the company's credibility with customers, suppliers, and lenders.

• Tax Advantages: Corporations are taxed separately from their owners and may qualify for specific corporate tax rates or deferrals, which can be advantageous.

So if you are looking to incorporate a new corporation or deal with the corporate legalities impacting your company, contact us at 403-400-4092 [Alberta], 905-616-8864 [Ontario] or via email at Chris@NeufeldLegal.com.