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General Purpose. This set of documents, with one exception, is intended to provide the user with all necessary documents for the legal formation of a corporation. The one excluded document is known as "Articles of Incorporation" (or "Certificate of Incorporation" in some states). It is excepted from the set as the majority of US states published pre-printed forms for this document. After the articles of incorporation have been filed with the state, the remaining steps to fully forming a corporation are: (a) naming of the board of directors, (b) adopting bylaws, and (c) appointing corporate officers. Click here for further information regarding the steps to corporate formation and links to articles of incorporation published by each state.

Our incorporation form system contains the following documents and features:

1. If your articles of incorporation do not name the directors, we provide a resolution by either the incorporators or the shareholders electing the directors by unanimous consent;
2. Detailed bylaws with options to limit the spending authority of officers thereby reserving same for the board of directors; and
3. Board of director's consent resolution for the naming of officers.

Official Start of Corporate Existence. A corporation is an artificial legal entity that comes into being when the state issues a charter through its secretary fo state's office (or analogous state office for business entities). The filing of the articles of incorporation with the state with the filing fee acts as an application to the state for the issuance of the corporate charter. If you have not filed formal articles of incorporation with you state, then your corporation has yet to be legally formed.

Board Size. All states except the following allow the board of directors to consist of one board member without qualification: Arkansas, California, Massachusetts, Missouri, Ohio, Utah and Vermont (please click on the name of the state to see its statute relative to the required number of directors).

Items Reserved For Decision by the Board of Directors. The laws of most state corporate codes have a provision to the effect that the operation of corporation is vested in the board of directors. The board of directors, in turn, then delegate a portion of that authority for the day-to-day operation of the corporation to officers. The question arises as to what consistites ordinary and normal business activities and what sorts of transactions are extra-ordinary that require board approval. Our form bylaws allow you to set spending and other limits for your officers in excess of which board approval is required.

• Click here for nonprofit coporation bylaws
• Click here for other MedLawPlus.com® business legal forms