Articles Of Incorporation Of A Close Corporation {ARTS-CL} | Pdf Fpdf Docx | California

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Articles Of Incorporation Of A Close Corporation {ARTS-CL} | Pdf Fpdf Docx | California

Last updated: 7/15/2022

Articles Of Incorporation Of A Close Corporation {ARTS-CL}

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Description

A ?close corporation? means a corporation, including a close social purpose corporation, whose Articles ofIncorporation include a provision that all of the corporation? include the word ?corporation,??incorporated,? or ?limited? or anBusinessSearch.sos.ca.gov www.sos.ca.gov/business/be/name-availability 201 California Secretary of State 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 acceptinglegal documents (e.g. service of process, lawsuits, other typesof 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.) ARTS-CL Instructions (REV 0/201) 201 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. 4. Enter the number of shares thecorporation is authorized to issue. Do not leave blank or enter zero (0). Before shares of stock are sold or issued, the corporation mustcomply with the Corporate Securities Law of 1968administered by the California Department of BusinessOversight. For more information, go to dbo.ca.gov or callthe California Department of Business Oversight at(866) 275-2677.The corporation must authorize at least 1 share but canauthorize 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. 5. Enter the number of shareholders the corporation is authorized to have. The number must not exceed 35. Do not leave blank or enter zero (0). 6. The purpose statement is required. Do not alter. 7. Form ARTS-CL 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-CL and attach the extra page(s) to the completed Form ARTS-CL. All attachments are part of this document. Multiple Form ARTS-CLs with different signatures will be returned without being filed ? use only one form. Do not include the title of the person signing. ARTS-CL Instructions (REV 0/201) 201 California Secretary of State 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 158 and 200-202 et seq. All statutory references are to the California Corporations Code, unless otherwise stated. Minimum Tax Requirement: Most corporations must pay a minimum tax of $800 to the California Franchise Tax Board each year. (California Revenue 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.pdf. Additional Resources: 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 requirements, 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-CL Instructions (REV 0/201) 201 California Secretary of State 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 youin writing about the submission. This form will be treated as correspondence and will not be made part of the fileddocument.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. Allsubmissions are reviewed in the date order of receipt. For updated processing time information, visitwww.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 submitt

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