Instructions for Completing the
Articles of Incorporation of a General Stock Corporation (Form ARTS-GS)
To form a general stock corporation in California, you must file Articles of Incorporation with the California Secretary
of State.
Form ARTS-GS has been created for ease in filing, however, any format may be used, provided it meets
statutory requirements.
Before submitting the completed form, you should consult with a private attorney for advice about your specific
business needs and whether additional article provisions for the corporation are needed.
Fees:
Filing Fee: The fee for filing Articles of Incorporation of a General Stock Corporation is $100.00.
Faster Service Fee:
- Counter and guaranteed expedite services are available only for documents submitted in person (drop off) to
our Sacramento office.
- Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you submit in
person (drop off) your completed document at our Sacramento office. The $15.00 counter drop off fee
provides priority service over documents submitted by mail. The special handling fee is not refundable
whether the document is filed or rejected.
- Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within a
guaranteed timeframe for a non-refundable fee instead of the counter drop off fee. For detailed information
about this faster processing service through our Preclearance and Expedited Filing Services, go to
www.sos.ca.gov/business/be/servi
ce-options.
Copies:
Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the copy upon
request and payment of a $5 certification fee. To obtain additional copies or certified copies of the filed document,
include payment for copy fees and certification fees at the time the document is submitted. Additional copy fees are
$1.00 for the first page and $0.50 for each additional page. For certified copies, there is an additional $5.00
certification fee, per copy.
Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do not send cash by
mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card
(Visa or Mastercard®).
Pro
cessing Times: For current processing times, go to www.sos.ca.gov/business/be/proce
ssing-times.
If you are not c
ompleting this form online, please type or legibly print in black or blue ink. Complete the Articles
of Incorporation of a General Stock Corporation (Form ARTS-GS) as follows:
Item
Instruction
Tips
1. Enter the name of the proposed
corporation exactly as it is to appear on
the records of the California Secretary
of State.
There are legal limitations on what name can be used for the
corporation. For general corporation name requirements
and restrictions or for information on reserving a corporation
name prior to submitting Form ARTS-GS, go to
www.sos.ca.gov/business/be/name-availability.
A name reservation is not required to submit Form
ARTS-GS.
A preliminary search of corporation names already of record
can be made online through our Business Search at
BusinessSearch.sos.ca.gov. Please note: The Business
Search is not intended to serve as a formal name availability
search. For information on checking or reserving a name, go
to www.sos.ca.gov/business/be/name-availability.
ARTS-GS Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
2a. Enter the complete street address, city,
state and zip code of the corporation’s
initial address.
The complete street address is required, including the
street name and number, city, state and zip code.
Address must be a physical address.
Do not enter a P.O. Box address, an “in care of” address, or
abbreviate the name of the city.
2b. If different from the address in Item 2a,
enter the corporation’s initial mailing
address.
This address will be used for mailing purposes and may be a
P.O. Box address or “in care of” an individual or entity.
Do not abbreviate the name of the city.
3. The corporation must have an Agent
for Service of Process.
There are two types of Agents that
can be named:
an individual (e.g. officer, director, or
any other individual) who resides in
California with a physical California
street address; OR
a registered corporate agent qualified
with the California Secretary of State.
An Agent for Service of Process is responsible for accepting
legal documents (e.g. service of process, lawsuits, other
types of legal notices, etc.) on behalf of the corporation.
You must provide information for either an individual OR a
registered corporate agent, not both.
If using a registered corporate agent, the corporation must
have a current agent registration certificate on file with the
California Secretary of State as required by Section 1505.
3a & b.
If Individual Agent:
Enter the name of the initial agent
for service of process and the
agent’s complete California street
address, city and zip code.
If an individual is designated as the
initial agent, complete Items 3a and
3b ONLY. Do not complete Item
3c.
The complete street address is required, including the
street name and number, city and zip code.
Do not enter a P.O. Box address, an “in care of” address, or
abbreviate the name of the city.
Many times, a small corporation will designate an officer or
director as the agent for service of process.
The individual agent should be aware that the name and the
physical street address of the agent for service of process is
a public record, open to all (as are all the addresses of the
corporation provided in filings made with the California
Secretary of State.)
3c. If Registered Corporate Agent:
Enter the name of the initial
registered corporate agent exactly
as registered in California.
If a registered corporate agent is
designated as the initial agent,
complete Item 3c ONLY. Do not
complete Items 3a and 3b.
Before a corporation is designated as agent for another
corporation, that corporation must have a current agent
registration certificate on file with the California Secretary of
State as required by Section 1505 stating the address(es) of
the registered corporate agent and the authorized
employees that will accept service of process of legal
documents and notices on behalf of the corporation.
Advanced approval must be obtained from a registered
corporate agent prior to designating that corporation as your
agent for service of process.
No California or foreign corporation may register as a
California corporate agent unless the corporation currently is
authorized to engage in business in California and is in good
standing on the records of the California Secretary of State.
Provide your Registered Corporate Agent’s exact name as
registered with the California Secretary of State. To confirm
that you are providing the exact name of the Registered
Corporate Agent, go to
https://businessfilings.sos.ca.gov/frmlist1505s.asp.
A corporation cannot name itself as agent.
ARTS-GS Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
4. Enter the number of shares the
corporation is authorized to issue. Do
not leave blank or enter zero (0).
The corporation must authorize at least 1 share but can
authorize any number of shares.
This form only may be used for a single class of shares. If
the corporation needs a multiple share structure, you must
compose your own Articles of Incorporation.
Before shares of stock are sold or issued, the corporation
must comply with the Corporate Securities Law of 1968
administered by the California Department of Business
Oversight.
For more information, go to dbo.ca.gov or call
the California Department of Business Oversight at
(866) 275-2677.
5. The purpose statement is required. Do
not alter.
6. Form ARTS-GS must be signed by each
incorporator.
If you need more space for signatures:
- Place the additional signatures on only one side of a
standard letter-sized piece of paper (8 1/2" x 11")
clearly marked as an attachment to Form ARTS-GS
and attach the extra page(s) to the completed Form
ARTS-GS.
- All attachments are part of this document.
Multiple Form ARTS-GSs with different signatures will be
returned without being fileduse only one form.
Do not include the title of the person signing.
Mail Submission Cover Sheet (Optional): To make it easier to receive communication related to this document,
including receipt of the copy of the filed document, complete the Mail Submission Cover Sheet. For the Return
Address: enter the name of a designated person and/or company and the corresponding mailing address. Please
note the Mail Submission Cover Sheet will be treated as correspondence and will not be made part of the filed
document.
Where to File: Completed forms along with the applicable fees, if any can be mailed to Secretary of State, Business
Entities Filings Unit, P.O. Box 944260, Sacramento, CA 94244-2260 or delivered in person (drop off) to the
Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. This form is filed only in the Sacramento
office.
Legal Authority: General statutory filing provisions are found in Sections 200-202 et seq. All statutory references
are to the Cali
fornia Corporations Code, unless otherwise stated.
Statement of Information: A Statement of Information must be filed with the California Secretary of State within
90 days after filing the Articles of Incorporation and every year thereafter during the applicable filing period
(Section 1502). A Statement of Information can be filed online at businessfilings.sos.ca.gov or by submitting
Form SI-550.
Minimum Tax Requirement: Most corporations must pay a minimum tax of $800 to the California Franchise Tax
Board each year. (California Rev
enue and Taxation Code section 23153.) For more information, please refer to
the California Franchise Tax Board’s Guide for Corporations Starting Business in California (FTB Publication
1060) at https://www.ftb.ca.gov/forms/misc/1060.html.
A
dditional Reso
urces: For a list of other agencies you may need to contact to ensure proper compliance, go to
www.sos.ca.gov/business/be/resources. Note: The California Secretary of State does not license corporations. For
licensing requi
rements, please contact the city and/or county where the principal place of business is located and/or
the state agency with jurisdiction over the activities of the corporation.
ARTS-GS Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Secretary of State
Business Programs Division
Business Entities, P.O. Box 944260, Sacramento, CA 94244-2600
Mail Submission Cover Sheet
Instructions:
Complete and include this form with your submission. This information only will be used to communicate with you
in writing about the submission. This form will be treated as correspondence and will not be made part of the filed
document.
Make all checks or money orders payable to the Secretary of State.
Do not include a $15 counter fee when submitting documents by mail.
Standard processing time for submissions to this office is approximately 5 business days from receipt. All
su
bmissions are reviewed in the date order of receipt. For updated processing time information, visit
www.sos.ca.gov/business/be/processing-times.
Optional Copy and Certification Fees:
If applicable, include optional copy and certification fees with your submission.
For applicable copy and certification fee information, refer to the instructions of the specific form you are submitting.
Contact Person: (Please type or print legibly)
First Name:
__________________________________________________ Last Name: _______________________________________________
Phone (optional): ______________________________________________
Entity Information: (Please type or print legibly)
Name:
__________________________________________________________________________________________________________________
_____________________________________
Entity Number (if applicable):
Comments:
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
Return Address: For written communication from the Secretary of State related to this document, or if
purchasing a copy of the filed document enter the name of a person or company and the mailing address.
Name:
AMT REC’D: $
Secretary of State Use Only
T/TR:
Company:
Address:
City/State/Zip:
Doc Submission Cover - Corp (Rev. 09/2016)
Clear Form
Print Form
Secretary of State
ARTS-GS
This Space For Office Use Only
IMPORTANTRead Instructions before completing this form.
Filing Fee $100.00
Copy Fees First page $1.00; each attachment page $0.50;
Certification Fee - $5.00
Note: Corporations may have to pay minimum $800 tax to the California Franchise
Tax Board each year. For more information, go to https://www.ftb.ca.gov.
1. Corporate Name (Go to www.sos.ca.gov/business/be/name-availability for general corporate name requirements and restrictions.)
The name of the corporation is _______________________________________________________________________________________
______________________________________________________________________________________________________________________
2. Business Addresses (Enter the complete business addresses.)
a. Initial Street Address of Corporation - Do not list a P.O. Box
Cit
y (no abbreviations) State
Zi
p Code
b. Initial Mailing Address of Corporation, if different than item 2a
City (no abbreviations) State Zip Code
3. Service of Process (Must provide either Individual OR Corporation.)
INDIVIDUALComplete Items 3a and 3b only. Must include agent’s full name and California street address.
a. California Agent's First Name (if agent is not a corporation)
Middle Name Last Name Suffix
b. Street Address (if agent is not a corporation) - Do not enter a P.O. Box
City (no abbreviations) State
CA
Zip Code
CORPORATIONComplete Item 3c. Only include the name of the registered agent Corporation.
c. California Registered Corporate Agent’s Name (if agent is a corporation) Do not complete Item 3a or 3b
4. Shares (Enter the number of shares the corporation is authorized to issue. Do not leave blank or enter zero (0).)
Thi
s corporation is authorized to issue only one class of shares of stock.
The total number of s
hares which this corporation is authorized to issue is
____________________________________________ .
5. Purpose Statement (Do not alter the Purpose Statement.)
The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized
under the General Corporation Law of California other than the banking business, the trust company business or the
practice of a profession permitted to be incorporated by the California Corporations Code.
6. Read and Sign Below (This form must be signed by each incorporator. See instructions for signature requirements.)
__________________________________________________________ ____________________________________________________
Type or Print Name
Signature
ARTS-GS (REV06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
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signature
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