Corporation Sample Legal Forms
"ARTICLES OF INCORPORATION"
Corporation Sample Legal Forms
"ARTICLES OF INCORPORATION"
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OF
EXETOR COMPANY2
TO THE SECRETARY OF STATE3
TO THE STATE OF ILLINOIS4:
The undersigned persons, acting as incorporators of a
corporation organized pursuant to the Illinois Business
Corporation Act of 1963, Chapter 8055, as
amended, hereby adopt the following Articles of Incorporation. ARTICLE
I
NAME:
The name of the corporation under Chapter 8056 shall
be known as: EXETOR COMPANY7. ARTICLE
II
PERIOD OF DURATION:
The period of duration of Exetor Company8
shall be perpetual unless dissolved under the laws of the State
of Illinois9or changed in accordance with these
Articles and the corporation Bylaws. ARTICLE
III
PURPOSE:
This corporation is organized for the purpose of
conducting proper aspects of business in a manner in which the
corporation was organized for operation under Chapter 80510
of the State of Illinois Business Corporation Act of 196311
as amended, with the principal purpose of engaging in real
estate acquisitions with the principal interest on nursing homes
and care facilities12. ARTICLE
IV
AGGREGATE SHARES: The
aggregate number of shares which the corporation is authorized
to issue is 1,000,00013, consisting of one
class with no14 par value.
The voting rights will be exercised in direct relation to
the number of shares held by the single class established. This
is not a substitute for legal advice. An
attorney must be consulted. |
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ARTICLE
V
REGISTERED
OFFICE/AGENT: The
address of the initial office of the corporation shall be 123
Main Street, Chicago, Illinois15.
The name of its initial registered agent at said address
is Elmer Dolby16 pursuant to Section 5/5.0517. ARTICLE
VI
BOARD OF
DIRECTORS:
The number of directors constituting the initial Board of
Directors will be three18 and each shall serve
as director until his successor is elected and qualifies under
the Bylaws of the corporation. After the initial Board of
Directors, the Board shall consist of such number of directors
as shall be fixed and/or determined by the shareholders from
time to time at each annual meeting thereof, at which time the
directors are to be elected.
The initial directors of the new corporation shall be the
undersigned incorporators. ARTICLE
VII
BYLAWS: The
Bylaws of Exetor Company19 may contain any
restrictions on the transfer of the shares of stock of the
corporation as well as the issuance of any bonds or notes. ARTICLE
VIII
CORPORATE
EXISTENCE:
The corporation's existence shall begin on the day these Articles20
are filed with the Secretary of State21 and
recorded at the office of the Cook22 County
Recorder. ARTICLE
IX
INCORPORATORS: The
names and addresses of the incorporators are:
Elmer Dolby23
/s/Elmer
Dolby23
123 Main Street
Chicago, Illinois
Richard Snull24
/s/
Richard
Snull24
333 High Cliff Drive
Chicago, Illinois David
Hokey25
/s/David
Hokey25
987 Swimmer Lane
Chicago, Illinois This
is not a substitute for legal advice. An
attorney must be consulted. |
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STATE
OF ILLINOIS26
)
)ss COUNTY
OF COOK27
) On
this 5th28 day of April28, 200628,
before me, the undersigned Notary Public, personally appeared Elmer
Dolby29, Richard Snully29 and David
Hokey29 to me known to be the persons named in
and who executed the foregoing Articles of Incorporation and
they acknowledged that they executed the same as their voluntary
act and deed.
Notary Public
NOTARY PUBLIC
This
is not a substitute for legal advice. An
attorney must be consulted. |
The
form above is an example of how a typical form for the Articles of
Incorporation may be completed.
1.
The Articles of Incorporation as used, must be filed with the
appropriate governing agency, such as the state of Illinois. In some
states, such as New Jersey, this document is called the Certificate of
Incorporation; therefore, an attorney should be consulted as to the
proper usage or terminology.
2.
This should be the company name.
Be sure to check with the appropriate authority, such as the
Secretary of State, to determine whether or not the name chosen for the
company is not already in use by some other entity and be certain that
the name is not restricted by banking laws or insurance laws.
3.
The appropriate government official in the case of Illinois is
the Secretary of State.
However, in some states, such as Alaska, it may be the
Commissioner of Economic Development, or it may be the local probate
judge, such as in the state of Alabama.
4.
The state where the articles are to be filed.
5.
The
name of the state corporation act or other particular statue, the
appropriate year in which the particular state statue was enacted and
the particular
chapter or section under which a corporation is organized in a given
state shall be provided in this space.
6.
The particular chapter under which a corporate name may be
authorized in a state.
7.
The name of the company.
8.
The name of the company.
9.
The state.
10.
The appropriate chapter or section of the business corporation
law of that particular state.
11.
The state and the legislative enactment.
12.
The purpose for the corporation.
In this case nursing homes is used only as an example.
13.
Number
of shares to be issued by the corporation.
The use of 1,000,000 is arbitrary.
14.
The amount of par value per share.
In the example above, no par is shown; however, the par value per
stock may be any agreed amount.
15.
Address of the corporation’s registered office, along with the
city and state.
16.
The name of the registered agent at the registered office.
17.
The section of the state code that governs the registered office
and registered agent.
18.
The arbitrary number of three (3) was chosen in this case for the
number of people to serve on the Board of Directors; however, generally
any number may be used.
The reader is reminded that a controllable number of directors is
recommended.
19.
Name of the company.
20.
Articles,
Certificates, or other nomenclature,
whichever is suggested by a particular state to identify this document.
21.
Secretary of State or some such other office as designated by
state statue, such as Commissioner of Economic Development as in Alaska
or to the probate judge of the local county in the case of Alabama.
22.
Not always does a state require that the document be filed with
the county recorder’s office; however in this case we have chosen to
do so.
23.
Name and address of incorporator along with his or her signature
opposite his or her name as shown.
24.
Name and address of incorporator along with his or her signature
opposite his or her name as shown.
25.
Name and address of incorporator along with his or her signature
opposite his or her name as shown.
26.
The state of Illinois has been chosen in this case; however, in
appropriate verification, the necessary state must be included as well
as the county where the document was signed.
27.
County in which the document is signed.
28.
An arbitrary date has been selected in the above example;
however, the date the document is signed by the incorporators before the
notary needs to be included.
29.
Names of the individual incorporators need to be indicated as
they appear before the notary.
30.
Signature
of the Notary Public.
This is not a substitute for legal
advice. An
attorney must be consulted.
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