Articles of Incorporation for a Domestic Business or Nonprofit Corporation (Arizona)
This form is for a domestic business or nonprofit corporation articles of incorporation in Arizona. The form provided here is simply a sample of what the actual Form CF0042 looks like.
Arizona Corporation Commission
1300 W. Washington
Phoenix, AZ 85007
400 W. Congress
Tucson, AZ 85701
ARTICLES OF INCORPORATION
(An Arizona Business Corporation)
The corporate name must contain a corporate ending which may be "corporation," "association," "company," "limited," "incorporated" or an abbreviation of any of these words. If you are the holder or assignee of a trade name or trademark, attach Declaration of Trade name Holder form.
Name. The name of the Corporation is _____________________________
The purpose for which this Corporation is organized is the transaction of any or all lawful business for which corporations may be incorporated under the laws of Arizona, as they may be amended from time to time.
The name cannot imply that the corporation is organized for any purpose other than the initial business indicated in this article.
The Corporation initially intends to conduct the business of
The total number of authorized shares cannot be "Zero" or "Not Applicable."
The Corporation shall have authority to issue _______________________ shares of Common Stock.
May be in care of the statutory agent.
Known Place of Business. (In Arizona)
The street address of the known place of business of the Corporation is:
The agent must provide both a physical and mailing address. If statutory agent has a P.O. Box, then they must also provide a physical description of their street address/location. The agent must sign the Articles or provide a consent to acceptance of appointment.
Statutory Agent. (In Arizona)
The name and address of the statutory agent of the Corporation is:
7. Board of Directors
The initial board of directors shall consist of ______ director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of shareholders or until his(her)(their) successor(s) is(are) elected and qualifies is(are):
A minimum of 1 director is required.
The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
A minimum of 1 incorporator is required. All incorporators must sign both the Articles of Incorporation and the Certificate of Disclosure.
The name(s) and address(es) of the incorporator(s) is (are):
All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
9. Indemnification of Officers, Directors, Employees and Agents.
The Corporation shall indemnify any person who incurs expenses or liabilities by reason of the fact he or she is or was an officer, director, employee or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of another Corporation, partnership, joint venture, trust or other enterprise. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by law.
10. Limitation of Liability
To the fullest extent permitted by the Arizona Revised Statutes, as the same exists or may hereafter be amended, a director of the Corporation shall not be liable to the Corporation or its stockholders for monetary damages for any action taken or any failure to take any action as a director. No repeal, amendment or modification of this article, whether direct or indirect, shall eliminate or reduce its effect with respect to any act or omission of a director of the Corporation occurring prior to such repeal, amendment or modification.
EXECUTED this ______ day of __________________, ______ by all of the incorporators.
[Print Name Here]
[Print Name Here]
Phone and fax numbers are Optional
The agent may consent to the appointment by either executing the consent, attaching a cover letter, or if paying by check, executing the check
Acceptance of Appointment By Statutory Agent
The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective
this _____ day of ____________________, _______.
[Print Name Here]
The Articles must be accompanied by a Certificate of Disclosure, executed within 30 days of delivery to the Commission, by all incorporators.
INSTRUCTIONS FOR FILLING OUT THIS FORM
• Attach a completed cover sheet to the filing.
• Check name for availability 602)542-3230(Phoenix) or(520)628-6560 (Tucson).
• Attach copy of Trade name Certificate, Declaration of Trade name Assignee, or Declaration of Trade name Holder.
Certificate of Disclosure
• Check Box A or B. If B, attach required information.
• Check part C, Yes or No. If yes, attach required information.
• Affix signature(s) of all incorporators. Must be dated within 30 days of delivery to the Commission.
Articles of Incorporation
• Indicate the proposed name of the corporation.
• Indicate initial business / affairs.
• Indicate number of shares of stock corporation will be authorized to issue, series, class and preference, if any (business only).
• Indicate the street address of the known place of business in Arizona. May be in care of the address of the statutory agent.
• Indicate the name and address of the statutory agent. The statutory agent must provide both a physical and mailing address.
• If statutory agent has a P.O. Box, then they must also provide a physical description of their street address/location.
• Indicate the applicable tax exemption code. (Nonprofit only, optional).
• Indicate the name(s) and address(es) of the initial board of directors. Minimum of one.
• Indicate whether the corporation will or will not have members (Nonprofit only.)
• Indicate the name(s) and address(es) of the incorporators ( minimum of one).
• Affix signatures of all incorporators.
• Affix signature of statutory agent (acknowledge acceptance).
• Attach check for filing fee. $60.00 ( business) $40.00 (nonprofit).
• Additional $35.00 for expedited services. Made Payable to the Arizona Corporation Commission.
• Execute check.
• You must publish a copy of your Articles of Incorporation in a newspaper of general circulation in the county of the known place of business in Arizona, for three (3) consecutive publications. Do not publish until documents have been approved.
• File Affidavit of Publication with the ACC.
NOTES FOR THE FUTURE:
• Annual Report
The corporation must submit an annual report each year. Annual report forms will arrive approximately two months prior to the corporation's annual report due date as assigned by the commission. Should a form fail to arrive, contact the commission's web site: www.cc.state.az.us . Failure to file the annual report may subject the corporation to administrative dissolution or revocation.
Must be submitted to the commission within 60 days of any corporate or statutory agent address change. Corporate address changes must be executed (signed) by a corporate officer. A statutory agent of record may resign by executing a statement of resignation and submitting a fee of $10.00. A new statutory agent must sign acceptance to replace an existing agent.
A Corporation may view its records on the commission's web site: www.cc.state.az.us