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ARTICLES OF INCORPORATION

 

 

Q.  What are the procedures, advantages and costs of incorporating myself or my business?

A.  Basic corporations are established by filing Articles of Incorporation with the Secretary of State.  The information needed for the Articles of Incorporation and a short explanation are as follows:

1.  NAME OF THE CORPORATION:

Your corporation may not have the same name as another existing corporation in Florida.  Generally speaking, your attorney will do a name check before filing the Articles of Incorporation.

2.  CORPORATION’S EXISTENCE:

A corporation is a separate entity and the articles generally state the existence shall continue thereafter in perpetuity.

3.  GENERAL PURPOSE:

General purposes of corporations are usually for any or all lawful business permitted any corporation under the Florida General Corporation Act, but can be for one specific purpose.

4.  STOCK:

The corporation must have a specific number of common stock and each shall have a specified par value.

5.  PREEMPTIVE RIGHTS:

Shareholders may be entitled in the articles to have preemptive rights with respect to any unissued or treasury shares of ownership.

6.  REGISTERED AGENT:

The corporation must have a registered agent or someone who will receive summonses (service from sheriff) if the corporation is sued.  Change of agent or address must always be reported to the Secretary of State.

7.  BOARD OF DIRECTORS:

The corporation must list the initial board of directors and their addresses.

8.  INCORPORATOR:

The name and address of the incorporator must be listed in the articles.

The main advantage of a corporation is limited liability of shareholders, thus protecting personal belongings.  Other advantages include the tax benefits of “writing off” hospital bills, doctor bills, dental bills, medical and hospital insurance, disability insurance and other types of benefits.  There are other tax write-offs available that are not usually written off by individuals.

 

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