What are Florida Articles of Incorporation?

Written by: Nataline Garcia, Esq.

Florida law requires that a new company, wishing to incorporate in the state of Florida, file articles of incorporation with the Florida Department of State.  The articles of incorporation are a formal set of documents filed with the State of Florida legally creating a business entity. Articles of incorporation generally contain important information related to the business such as the business name, address, resident agent for service of process and the stocks to be issued. Florida Statute 607.0202 outlines the mandatory and optional contents of Articles of incorporation. 

Pursuant to said Statute, the articles of incorporation must set forth the following:

1. A corporate name for the corporation 

2. The street address of the initial principal office and, if different, the mailing address of the corporation;

3. The number of shares the corporation is authorized to issue;

4. The street address of the corporation’s initial registered office and the name of its initial registered agent at that office together with a written acceptance as required in s. 607.0501(3); and

5. The name and address of each incorporator.

The articles of incorporation may set forth:

1. The names and addresses of the individuals who are to serve as the initial directors;

2. Provisions not inconsistent with law regarding:

    • The purpose or purposes for which the corporation is organized;
    • Managing the business and regulating the affairs of the corporation;
    • Defining, limiting, and regulating the powers of the corporation and its board of directors and shareholders;

3. A par value for authorized shares or classes of shares;

4. The imposition of personal liability on shareholders for the debts of the corporation to a specified extent and upon specified conditions; and

If you need any assistance in drafting your Articles of Incorporation, the Law Office of Ray Garcia, P.A., can assist. Please feel free to contact our office at 305-227-4030 or via email at legal@raygarcialaw.com for a free consultation.