How to File Pennsylvania Articles of Incorporation


Steve Goldstein
Steve Goldstein
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File Pennsylvania Articles of Incorporation

Incorporating a business is essential for entrepreneurs looking to establish their venture as a separate legal entity. By filing Articles of Incorporation, business owners in Pennsylvania can enjoy myriad benefits, such as limited liability, tax advantages, and increased credibility. However, the incorporation process may seem daunting for many, especially those not well-versed in the legal intricacies of their state. This article is a comprehensive guide on how to file Pennsylvania Articles of Incorporation, taking you through the necessary steps and requirements to establish your corporation successfully.

Whether you are a startup founder or a seasoned business owner, understanding the process of filing Articles of Incorporation in Pennsylvania, popularly known as The Keystone State, is crucial for the seamless formation of your corporation. The following sections will outline the paperwork, fees, and registration procedures specific to Pennsylvania, along with tips on navigating potential roadblocks and ensuring your application is approved. Let’s dive in and explore the ins and outs of incorporating your business in Pennsylvania.

What is Articles of Incorporation in Pennsylvania?

The Articles of Incorporation is a legal document required to file with the state government to legalize the creation of your corporation. In other words, filing these documents with the Pennsylvania Secretary of State ensures the formation of the corporation in Pennsylvania officially. The Articles of Incorporation is similar to filing the Pennsylvania LLC Certificate of Organization while filing an LLC in Pennsylvania.

Pennsylvania, also known as The Keystone State, has some rules when it comes to file the Articles of Incorporation. We shared the step-by-step process here to file the incorporation document with the Pennsylvania SOS. Checking with the SOS is recommended for more information.

It is always wise to consult a legal professional before you file your company under the Pennsylvania SOS. FIling process can be easy, but it is sensitive. If you miss anything, it can totally stope the filing process.

LLCBuddy Editorial Team

How to File Pennsylvania Articles of Incorporation

You can file the Articles of Incorporation in several ways based on the state you are willing to start your corporation. In Pennsylvania, you can file it in two methods, online and by mail. The details are similar to the details you need when forming an LLC. Here are the details you must submit while filing the documents-

Step 1: Get the Form and Enter the Details

The first step is to get the Articles of Incorporation form from the Pennsylvania Secretary of State. You will get both offline and online forms on the site, as available. You must pay the $125 for online and by mail filing when submitting the form. Following are the details you must add to your incorporation form-

Name of the Entity

The first thing you need to do is submit your company’s name. Make sure to mention the exact name of the company that you decided on. Like the LLC naming guidelines, you must also follow the Pennsylvania corporation naming requirements too. There are a few points to note when you name your company. They are,

  • You cannot have a name used by other companies or businesses.
  • You cannot have any name that is misleading or the same as government organizations.
  • Banks, Insurance, Insurer, or any such names cannot be used as they reflect the financial organization.
  • You must add terms like corporation, limited, company, incorporated, or incorporation. You can also add abbreviations like co., ltd., inc., and corp instead of the above terms.

Address of the Corporation

The next section of the form is to provide your main address. It is necessary to have a physical street address in Pennsylvania. For those running an online business, you must provide any address in the state (including your home address) where you will receive all the business and legal documents and mail. While sharing your address, make sure not to use abbreviations, such as N.Y. for New York or L.A. for Los Angeles.

Pennsylvania Registered Agent

The next point is to provide information about the Registered Agent. The Pennsylvania Registered Agent is an individual or business entity that is responsible for receiving all the legal and official documents on behalf of the company. They must be aged above 18 years and have eligibility to conduct business in the state. The Registered Agent should be legit and experienced because, in case of any lawsuit, you need an expert to handle your issues. In most cases, the Registered Agent’s official address is the company’s official mailing address. If you form an LLC, hiring a registered agent is the most crucial step in the process.

Shares and Stocks

The next important information you must provide is about the stocks and shares. While filing the Articles of Incorporation, you must mention a minimum of one share. In Pennsylvania, to start a corporation, you need at least One director(s) initially. When filing the incorporation documents, you must provide the share of directors in the corporation. It decides the ownership of the company.

If you amend Pennsylvania Articles of Incorporation in the future, you will not be able to change the initial directors. You might need an additional form to change the initial directors’ details. You must check with the Pennsylvania SOS while filing the Articles of Incorporation amendment.

Additional Documents

You might need additional documents to submit along with the incorporation documents. In Pennsylvania, you can attach a cover letter with the documents as an additional document. if you are willing to start a foreign corporation in Pennsylvania, then you must add one document along with the Articles of Incorporation. Foreign corporations in Pennsylvania must submit the Pennsylvania Subsistence Certificate along with the incorporation documents.

Signature

Finally, the signature of the directors and shareholders are required on the form. You can have more than one share and director. All your initial directors must submit their official signature while filing the corporation in Pennsylvania. Get their signatures to file the Articles of Incorporation.

Step 2: Submit the Articles of Incorporation in Pennsylvania

Once you are done filling up the form, now it is time for you to submit it. The form can be submitted in two methods, online and by mail. Checking with a legal professional or a formation service while filing your corporation is recommended. It is sensitive, and one mistake can stop the entire filing process immediately.

  • Online filing: Create an account/Log in to the SOS site, get the online form, fill it, and submit online
  • Offline filing: Send the form by mail to Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations, P.O. Box 8722, Harrisburg, PA 17105

Cost of Filing the Articles of Incorporation in Pennsylvania

The cost of filing the Articles of Incorporation in Pennsylvania is an important aspect to consider when starting a new business. This one-time fee is necessary for officially registering your corporation with the Secretary of State and can vary depending on the specific requirements and regulations of Pennsylvania. In some cases, additional fees may be required for expedited processing or other optional services. It is crucial for entrepreneurs to budget for this expense and research the specific costs associated with their Pennsylvania in order to ensure a smooth and successful incorporation process. To file the Articles of Incorporation in Pennsylvania, you must pay a filing fee. The filing fee is $125 for online and by mail filing.

FAQs

What is the process for filing Pennsylvania Articles of Incorporation?
To file Pennsylvania Articles of Incorporation, you must first prepare a document that complies with Pennsylvania corporate law and file it with the Pennsylvania Department of State.
How much does it cost to file Pennsylvania Articles of Incorporation?
The filing fee for filing Pennsylvania Articles of Incorporation is $125.
Is there a filing deadline for filing Pennsylvania Articles of Incorporation?
No, there is no filing deadline for filing Pennsylvania Articles of Incorporation.
What documents are required for filing Pennsylvania Articles of Incorporation?
The documents required for filing Pennsylvania Articles of Incorporation include a completed Articles of Incorporation form, a cover letter, and a corporate resolution.
How long does it take for the Pennsylvania Department of State to process Articles of Incorporation?
It typically takes 7-10 business days for the Pennsylvania Department of State to process Articles of Incorporation.
What information must be included in Pennsylvania Articles of Incorporation?
Pennsylvania Articles of Incorporation must include the corporate name, the purpose of the corporation, the principal office address, the names and addresses of the incorporators, the type of stock the corporation will issue, and the number of shares the corporation is authorized to issue.
Does Pennsylvania require that Articles of Incorporation be notarized?
Yes, Pennsylvania requires that Articles of Incorporation be notarized.
Are there other documents that must be filed with the Pennsylvania Department of State after filing the Articles of Incorporation?
Yes, after filing the Articles of Incorporation, the corporation must file a corporate resolution and other documents such as a corporate records book, bylaws, and an operating agreement.
What is the purpose of filing Pennsylvania Articles of Incorporation?
The purpose of filing Pennsylvania Articles of Incorporation is to create a legal entity that can conduct business in Pennsylvania.
Does Pennsylvania require that Articles of Incorporation be filed with the state?
Yes, Pennsylvania requires that Articles of Incorporation be filed with the Pennsylvania Department of State.
Does Pennsylvania require a registered agent for corporations?
Yes, Pennsylvania requires that corporations designate and maintain a registered agent.
Does Pennsylvania require a corporate seal?
No, Pennsylvania does not require a corporate seal.
Does a corporation need to appoint directors after filing Pennsylvania Articles of Incorporation?
Yes, a corporation must appoint directors after filing Pennsylvania Articles of Incorporation.
Does Pennsylvania require an annual report for corporations?
Yes, Pennsylvania requires corporations to file an annual report.
Does Pennsylvania require corporations to hold annual meetings?
Yes, Pennsylvania requires corporations to hold an annual meeting.
Does Pennsylvania require corporations to file a certificate of good standing?
No, Pennsylvania does not require corporations to file a certificate of good standing.
Does Pennsylvania require corporations to provide financial statements?
Yes, Pennsylvania requires corporations to provide financial statements.
Does Pennsylvania require corporations to keep corporate records?
Yes, Pennsylvania requires corporations to keep corporate records.
Does Pennsylvania require corporations to file tax returns?
Yes, Pennsylvania requires corporations to file tax returns.
Does Pennsylvania require corporations to pay taxes?
Yes, Pennsylvania requires corporations to pay taxes.
Does Pennsylvania require corporations to obtain permits and licenses?
Yes, Pennsylvania requires corporations to obtain permits and licenses.
Does Pennsylvania require corporations to publish their Articles of Incorporation?
No, Pennsylvania does not require corporations to publish their Articles of Incorporation.
Does Pennsylvania require corporations to obtain a business license?
Yes, Pennsylvania requires corporations to obtain a business license.
Does Pennsylvania require corporations to obtain a registered trade name?
Yes, Pennsylvania requires corporations to obtain a registered trade name.
Does Pennsylvania require corporations to issue stock certificates?
Yes, Pennsylvania requires corporations to issue stock certificates.
Does Pennsylvania require corporations to provide shareholder information?
Yes, Pennsylvania requires corporations to provide shareholder information.
Does Pennsylvania require corporations to have a board of directors?
Yes, Pennsylvania requires corporations to have a board of directors.
Does Pennsylvania require corporations to have bylaws?
Yes, Pennsylvania requires corporations to have bylaws.
Is there a minimum number of directors required for a Pennsylvania corporation?
Yes, Pennsylvania requires that corporations have at least three directors.
Is there a minimum number of shareholders required for a Pennsylvania corporation?
No, there is no minimum number of shareholders required for a Pennsylvania corporation.
Does Pennsylvania require corporations to obtain a federal employer identification number?
Yes, Pennsylvania requires corporations to obtain a federal employer identification number.

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Why Pennsylvania Articles of Incorporation is So Important

One of the primary reasons why the Pennsylvania articles of incorporation are so important is that they provide legal recognition and status to a business entity. By filing these documents with the state, a corporation becomes a separate legal entity, distinct from its owners and shareholders. This separation of identities is crucial for protecting the personal assets of the owners from any potential liabilities of the business. Without proper incorporation, individuals could be held personally liable for any debts, lawsuits, or other obligations of the company.

Moreover, the articles of incorporation outline key information about the corporation, such as its name, location, purpose, structure, and governance. This information is essential for potential investors, partners, customers, and other stakeholders to understand the nature of the business and its operations. It also sets the framework for how decisions will be made within the company, the rights and responsibilities of shareholders, and the roles of directors and officers.

Another critical aspect of the articles of incorporation is that they help establish credibility and trust in the eyes of the public and business partners. By registering with the state and adhering to the legal requirements of incorporation, a business demonstrates its commitment to transparency, compliance, and professionalism. This can enhance the reputation of the company and make it more attractive to investors, customers, and other entities with which it may conduct business.

Furthermore, the articles of incorporation serve as a roadmap for the corporation’s future growth and evolution. They define the power and authority of the company to enter into contracts, acquire assets, raise capital, and make other important business decisions. Having clear and well-defined articles of incorporation can help prevent disputes, misunderstandings, and conflicts among the shareholders and stakeholders of the corporation.

In addition, the articles of incorporation provide a framework for corporate governance and compliance with state and federal laws. They lay out the procedures for holding meetings, electing directors, voting on important matters, and maintaining corporate records. By following these guidelines, a corporation can ensure that it is operating legally and ethically, reducing the risk of lawsuits, penalties, or other legal consequences.

Overall, the articles of incorporation are a foundational document that shapes the identity, structure, and operation of a corporation in Pennsylvania. They provide legal recognition, establish credibility, guide decision-making, and ensure compliance with regulations. By taking the time to carefully craft and file these documents, businesses can set themselves up for long-term success and growth.

Conclusion

In conclusion, the process of filing Pennsylvania Articles of Incorporation is a crucial step for businesses looking to establish their presence in the state. This legal document serves as the foundation of the company’s structure and outlines essential information, such as the company’s name, purpose, and management team. To ensure a smooth and successful filing process, it is vital for business owners to familiarize themselves with the State of Pennsylvania’s requirements, adhere to the applicable laws and regulations, and provide accurate and complete information in the Articles of Incorporation.

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