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Vermont Secretary of State ARTICLES OF INCORPORATION of (How to Start a Business)

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Vermont Secretary of State
ARTICLES OF INCORPORATION
of a Vermont General Corporation
PLEASE RETURN ACKNOWLEDGEMENT TO: (REQUIRED - NAME AND ADDRESS)
NAME
ADDRESS
THIS DOCUMENT MUST BE TYPEWRITTEN OR PRINTED (11A V.S.A. § 1.20)
PLEASE REVIEW INSTRUCTIONS PAGE BEFORE BEGINNING
11A V.S.A. § 2.02 DIVISION OF CORPORATIONS FORM CORP-1(G)
(REV. 07/01/15) Page 1 of 2 CORPORATION REGISTRATION (GENERAL)
Business ID:
Processed by:
FOR OFFICE USE ONLY
ARTICLE 1. BUSINESS NAME REQUIRED
- PROFESSIONAL CORPORATION – NAME MUST INCLUDE A CORPORATE IDENTIFIER SUCH AS “PC, “PA,” LTD,” OR “SC” – SEE INSTRUCTIONS PAGE FOR COMPLETE LIST OF OPTIONS
- ALL OTHERS - NAME MUST INCLUDE IDENTIFIER SUCH AS “CORP,” “INC,” “CO,” OR “LTD.”- SEE INSTRUCTIONS PAGE FOR COMPLETE LIST OF OPTIONS
CORPORATE NAME:
ARTICLE 2. BUSINESS INFORMATION
a. CORPORATION TYPE: This corporation is a General Corporation in accordance with title 11A of the Vermont statutes.
SELECT ANY SUBTYPE THAT APPLIES:
This corporation is a Professional Corporation in accordance with 11 V.S.A. chapter 4
IF-SELECTED: MUST ENCLOSE PROFESSIONAL LICENSE(S) WITH THIS DOCUMENT
This corporation is a Workers’ Cooperative Corporation in accordance with 11 V.S.A. chapter 8
This corporation is a Benefit Corporation in accordance with 11A V.S.A. chapter 21
(1) The Benefit Director will be: IF BENEFIT CORP SELECTED:
b. FISCAL YEAR END MONTH OPTIONAL
- DECEMBER IS DEFAULT FISCAL YEAR END IF NO ENTRY MADE.
- ANNUAL REPORTS ARE DUE EACH YEAR WITHIN THE FIRST 2.5 MONTHS FOLLOWING THE FISCAL YEAR END ON RECORD WITH SECRETARY OF STATE.
c. BUSINESS DESCRIPTION REQUIRED - NAICS CODE (PREFERRED) OR BRIEF STATEMENT OF PRIMARY SERVICES TO BE PROVIDED BY THIS CORPORATION
- PROFESSIONAL CORPORATIONS: REQUIRED – MUST INCLUDE PROFESSIONAL SERVICE PROVIDED
- BENEFIT CORPORATIONS: REQUIRED – MUST INCLUDE ONE OR MORE SPECIFIC PUBLIC BENEFITS IN ACCORDANCE WITH 11A V.S.A. § 21.08..
BUSINESS DESCRIPTION:
d. BUSINESS E-MAIL ADDRESS OPTIONAL
ARTICLE 3. INITIAL PRINCIPAL BUSINESS OFFICE REQUIRED - PRIMARY LOCATION WHERE BUSINESS WILL BE CONDUCTED UNDER THIS BUSINESS NAME,
OR PRIMARY LOCATION WHERE BUSINESS RECORDS WILL BE KEPT.
a. PHYSICAL STREET ADDRESS: NO PO BOX
City/Town: State/Province:
Country: ZIP/Postal Code: -
b. MAILING ADDRESS:
City/Town: State/Province:
Country: ZIP/Postal Code: -
ARTICLE 4. INITIAL REGISTERED AGENT REQUIRED.
a. NAME:
b. PHYSICAL ADDRESS: AGENT’S NORMAL LOCATION DURING REGULAR BUSINESS HOURS.
Street Address: NO PO BOX
City/Town: State: VT ZIP: -
c. MAILING ADDRESS:
City/Town: State: VT ZIP: -
d. EMAIL:
PRINT
RESET
This page intentionally left blank.
(Reverse of Page 1 of 2)
Vermont Secretary of State
ARTICLES OF INCORPORATION
of a Vermont General Corporation
11A V.S.A. § 2.02 DIVISION OF CORPORATIONS FORM CORP-1(G)
(REV. 07/01/15) Page 2 of 2 CORPORATION REGISTRATION (GENERAL)
ARTICLE 5. CAPITAL STOCK PROVISIONS REQUIRED.
a. AMOUNT OF STOCK authorized to be issued: REQUIRED.
(1) The capital stock of this corporation shall be divided into total shares.
(2) The total par value of the capital stock of this corporation is $ .
b. DIVISION OF CAPITAL STOCK REQUIRED – SELECT ONE (1) OF THE FOLLOWING.
The capital stock will not be divided into more than one class; all shares will have unlimited voting rights, and equal receipt of net
assets upon dissolution.
The capital stock will be divided as follows into the following classes:
(1) Preferred: Shares;
(2) Common: Shares;
(3) Other : Shares
(4) The following class(es) of shares will (together) have unlimited voting rights:
(5) The following class(es) of shares together is/are entitled to receive the net assets of the corporation upon dissolution:
ARTICLE 6. INCORPORATOR REQUIRED.
NAME:
Address:
City/Town: State/Province:
Country: ZIP/Postal Code: -
ARTICLE 7. INITIAL DIRECTOR(S) OPTIONAL – A MINIMUM OF ONE (1) WILL BE REQUIRED AT THE TIME OF THE FIRST ANNUAL REPORT.
a. NAME:
Address:
City/Town: State/Province:
Country: ZIP/Postal Code: -
b. NAME:
Address:
City/Town: State/Province:
Country: ZIP/Postal Code: -
c. NAME:
Address:
City/Town: State/Province:
Country: ZIP/Postal Code: -
CHECK IF APPLICABLE:
This corporation has more than three (3) directors and/or officers. MUST ATTACH A COMPLETE LIST OF ADDITIONAL PRINCIPALS.
ARTICLE 8. DELAYED EFFECTIVE DATE OPTIONAL MAY BE POST-DATED UP TO 90 DAYS FROM DATE OF RECEIPT
CERTIFICATION OF DOCUMENT REQUIRED
I hereby certify, under penalty of law, (11A V.S.A. § 1.29 and 13 V.S.A. Ch. 65), as the incorporator listed above, that the above information is
accurate; and that this document is provided in duplicate with a check or money order made payable to "VT SOS" in the amount of $125.00.
Signature of Incorporator Date
PLEASE REVIEW INSTRUCTIONS PAGE BEFORE FILING.
Vermont Secretary of State
ARTICLES OF INCORPORATION
of a Vermont General Corporation
11A V.S.A. § 2.02 DIVISION OF CORPORATIONS FORM CORP-1(G)
(REV. 07/01/15) Instructions Page CORPORATION REGISTRATION (GENERAL)
SUBMISSION INSTRUCTIONS
a. This form must be filed in duplicate (1 original + 1 copy –or-- 2 originals) with a check or money order, payable to “VT SOS,” in the amount
of $125.00, and a self-addressed stamped envelope.
b. This form can ONLY be accepted by Mail or In-person at:
Vermont Secretary of State
Corporations Division
128 State Street
Montpelier, VT 05633-1104
c. Please allow 7-10 business days, or more, from the day that this form is received in our office, for processing and (if approved) for this
business to appear on the website at www.vtsosonline.com, and for evidence of filing to be returned.
***THIS FILING IS NOW AVAILABLE ONLINE***
This form CANNOT be accepted by Phone, Fax, or E-mail; however, this filing is now available online:
o If you wish to submit this filing electronically, DO NOT fill out this form, please file online at:
https://www.vtsosonline.com/online/Account?referrer=BF.
o
Payment for this form also CANNOT be accepted by credit card or e-check (ACH); however, payment by credit card or e-check (ACH)
is available by filing online:
o If you wish to submit payment by credit card or e-check (ACH), DO NOT fill out this form, please file online at:
https://www.vtsosonline.com/online/Account?referrer=BF.
Online filing normally takes 1 business day or less.
FORM INSTRUCTIONS
Article 1. Required
a. The Business Name must be Distinguishable in the Records of the Secretary of State (as of 7/1/2015). For more information,
please see:
https://www.sec.state.vt.us/corporations/resources/business-name-availability-rules.aspx
b. A corporation name (including Benefit and Workers’ Cooperative) in accordance with 11A V.S.A. § 4.01:
(1) must contain the word "CORPORATION," "INCORPORATED," "COMPANY," or "LIMITED;" or the abbreviation "CORP,"
"INC," "CO," OR "LTD;" or words or abbreviations of like meaning in another language;
(2) may not contain language stating or implying that the corporation is organized for a purpose other than that permitted
by section 3.01 of this title and its articles of incorporation;
(3) may not have the word "COOPERATIVE" or any abbreviation thereof as part of its name unless the corporation is a
worker cooperative corporation organized under 11 V.S.A. Chapter 8;
(4) may not include any word not otherwise authorized by law.
c. A professional corporation name in accordance with 11 V.S.A. § 825:
(1) must contain the words "PROFESSIONAL CORPORATION," "PROFESSIONAL ASSOCIATION," "LIMITED," or "SERVICE
CORPORATION;" or the abbreviation "P.C.", "P.A.", "LTD.", or "S.C."
(2) may not contain language stating or implying that it is incorporated for a purpose other than that authorized by 11 V.S.A.
§ 821 and its articles of incorporation; and
(3) must conform to any rule promulgated by the licensing authority having jurisdiction over a professional service described
in the corporation's articles of incorporation.
Article 2b. Optional – If not provided, December will be fiscal year end – Annual Report will be due each year within the first 2.5 months
following the FISCAL YEAR END.
Article 2c. Required- NAICS CODE (preferred) or brief statement of primary goods or services to be provided by this corporation.
a. Professional Corporations: purpose statement must include professional service to be provided.
b. Benefit Corporations: purpose statement must include public benefit to be provided.
Article 3. Required – Primary location where business will be conducted under this business name, or primary location where business records
are kept.
Article 4. Required – Must appoint a registered agent that is either:
a. an individual that maintains a full time residence or regular business office in the state of Vermont, or
b. a business entity (i.e. not a trade name), in the records of the Secretary of State that maintains a regular business office in the
state of Vermont.
Article 5. Required – The number of shares into which the capital stock must be divided is one (1) or more.
Article 6. Required.
Article 7. Required – The names and usual business addresses of all current director (if any).
Article 8. Optional – These articles may be postdated up to 90 days from date of receipt.
Certification: This document must be executed by the incorporator listed in Article 6.
For Questions, please contact the Corporations Division at: corps@sec.state.vt.us
or at (802) 828-2386
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